SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Spectrum Equity Investors V L P (Last) (First) (Middle) 333 MIDDLEFIELD ROAD SUITE 200 (Street) MENLO PARK CA 94025 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Ancestry.com Inc. [ ACOM ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 05/16/2011
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.001 par value	03/16/2011		S		4,123,913(1)(2)(3)(4)(5)	D	$40.215(6)	14,469,650(7)	D
Common Stock, $0.001 par value	03/17/2011		S		1,205,831(8)(9)	D	$40.215	13,263,819(10)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* Spectrum Equity Investors V L P (Last) (First) (Middle) 333 MIDDLEFIELD ROAD SUITE 200 (Street) MENLO PARK CA 94025 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* HENDERSON RANDY J (Last) (First) (Middle) 333 MIDDLEFIELD ROAD SUITE 200 (Street) MENLO PARK CA 94025 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* APPLEGATE BRION B (Last) (First) (Middle) 333 MIDDLEFIELD ROAD SUITE 200 (Street) MENLO PARK CA 94025 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* COLLATOS WILLIAM P (Last) (First) (Middle) ONE INTERNATIONAL PLACE 29TH FLOOR (Street) BOSTON MA 02110 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Kennealy Michael (Last) (First) (Middle) ONE INTERNATIONAL PLACE 29TH FLOOR (Street) BOSTON MA 02110 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* MARONI KEVIN J (Last) (First) (Middle) ONE INTERNATIONAL PLACE 29TH FLOOR (Street) BOSTON MA 02110 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Mitchell Christopher (Last) (First) (Middle) ONE INTERNATIONAL PLACE 29TH FLOOR (Street) BOSTON MA 02110 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. This Form 4 should be read in conjunction with the other Form 4 filed by Spectrum Equity Investors V, L.P. ("SEI V") as of the date hereof. Each of such Forms 4 reports the total number of shares of common stock sold by SEI V and its affiliates as described below. The amounts set forth in the two Forms 4 should not be added to reach a total.

2. Consists of an aggregate of 4,123,913 shares sold as part of the Ancestry.com Inc. underwritten secondary public offering on May 16, 2011, including 2,958,926 shares sold by SEI V, the general partner of which is Spectrum Equity Associates V, L.P., the general partner of which is SEA V Management, LLC, over which Brion B. Applegate, William P. Collatos, Kevin J. Maroni, Randy J. Henderson, Michael J. Kennealy, Victor E. Parker and Christopher T. Mitchell exercise voting and dispositive power; 13,973 shares sold by Spectrum V Investment Managers' Fund, L.P. ("IMF V"), the general partner of which is SEA V Management, LLC, over which Brion B. Applegate, William P. Collatos, Kevin J. Maroni, Randy J. Henderson, Michael J. Kennealy, Victor E. Parker and Christopher T. Mitchell exercise voting and dispositive power;

3. and including 1,055,860 shares sold by Spectrum Equity Investors III, L.P. ("SEI III"), the general partner of which is Spectrum Equity Associates III, L.P., over which Brion B. Applegate, William P. Collatos, Kevin J. Maroni and Randy J. Henderson exercise voting and dispositive power; and 74,076 shares sold by SEI III Entrepreneurs' Fund, L.P. ("Entrepreneurs' III"), the general partner of which is SEI III Entrepreneurs' LLC, over which Brion B. Applegate, William P. Collatos, Kevin J. Maroni and Randy J. Henderson exercise voting and dispositive power;

4. and including 17,743 shares sold by Spectrum III Investment Managers' Fund, L.P. ("IMF III," and together with SEI V, IMF V, SEI III and Entrepreneurs' III, the "Spectrum Funds"), over which Brion B. Applegate, William P. Collatos, Kevin J. Maroni and Randy J. Henderson exercise voting and dispositive power and are the general partners, and 2,054 shares sold by The Brion B. Applegate Trust, over which Brion B. Applegate exercises voting and dispositive power, 1,026 shares sold by William P. Collatos and 255 shares sold by Randy J. Henderson.

5. Each of the controlling entities, individual general partners and managing directors of the Spectrum Funds, as the case may be, including Mr. Parker who is a managing director of the general partner of the general partner of SEI V and a managing director of the general partner of IMF V, and serves on Ancestry.com Inc.'s board of directors, Brion B. Applegate, William P. Collatos, Kevin J. Maroni, Randy J. Henderson, Michael J. Kennealy, Victor E. Parker and Christopher T. Mitchell disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.

6. The price reported in Column 4 is a net price, after deducting the underwriting discount and commissions from the public sale price of $42.00 in the Ancestry.com Inc. underwritten secondary public offering on May 16, 2011.

7. Shares of common stock held by SEI V and its affiliates after the sale consist of an aggregate of 14,469,650 shares, including 10,382,038 held by SEI V; 49,026 shares held by IMF V; 3,704,715 shares held by SEI III; 259,911 shares held by Entrepreneurs' III; 62,254 shares held by IMF III; 7,206 shares held by The Brion B. Applegate Trust; 3,599 shares held by William P. Collatos and 901 shares held by Randy J. Henderson.

8. Consists of an aggregate of 1,205,831 shares, including 865,193 shares sold by SEI V; 4,085 shares sold by IMF V; 308,734 shares sold by SEI III; 21,659 shares sold by Entrepreneurs' III; 5,187 shares sold by IMF III; 600 shares sold by The Brion B. Applegate Trust; 299 shares sold by William P. Collatos and 74 shares sold by Randy J. Henderson.

9. All of the shares sold were repurchased by Ancestry.com Inc. in a private, non-underwritten transaction on May 17, 2011. Each of the controlling entities, individual general partners and managing directors of the Spectrum Funds, as the case may be, including Mr. Parker who is a managing director of the general partner of the general partner of SEI V and a managing director of the general partner of IMF V, and serves on Ancestry.com Inc.'s board of directors, Brion B. Applegate, William P. Collatos, Kevin J. Maroni, Randy J. Henderson, Michael J. Kennealy, Victor E. Parker and Christopher T. Mitchell disclaims beneficial ownership of these shares except to the extent of any pecuniary interest therein.

10. Shares of common stock held by SEI V and its affiliates after the sales described herein consist of an aggregate of 13,263,819 shares, including 9,516,845 shares held by SEI V; 44,941 shares held by IMF V; 3,395,981 shares held by SEI III; 238,252 shares held by Entrepreneurs' III; 57,067 shares held by IMF III; 6,606 shares held by The Brion B. Applegate Trust; 3,300 shares held by William P. Collatos and 827 shares held by Randy J. Henderson.

Remarks:

	/s/ Christopher Brookhart, Attorney-in-Fact	05/18/2011
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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