| 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 |
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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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
CONTROL4 CORP [ CTRL ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/07/2013 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 08/07/2013 | C | 2,188,168 | A | (1) | 2,188,168 | I | By Frazier Technology Ventures II, L.P.(2) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| Series B Convertible Preferred Stock | (1) | 08/07/2013 | C | 1,419,244 | (1) | (1) | Common Stock | 1,419,244 | $0.00 | 0 | I | By Frazier Technology Ventures II, L.P.(2) | |||
| Series C Convertible Preferred Stock | (1) | 08/07/2013 | C | 256,365 | (1) | (1) | Common Stock | 256,365 | $0.00 | 0 | I | By Frazier Technology Ventures II, L.P.(2) | |||
| Series D Convertible Preferred Stock | (1) | 08/07/2013 | C | 188,536 | (1) | (1) | Common Stock | 188,536 | $0.00 | 0 | I | By Frazier Technology Ventures II, L.P.(2) | |||
| Series G Convertible Preferred Stock | (1) | 08/07/2013 | C | 324,023 | (1) | (1) | Common Stock | 324,023 | $0.00 | 0 | I | By Frazier Technology Ventures II, L.P.(2) | |||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. Each share of Issuer's Preferred Stock converted into Common Stock on a 1-for-1 basis immediately prior to the closing of the Issuer's initial public offering and has no expiration date. |
| 2. These shares are owned directly by Frazier Technology Ventures II, L.P. ("Frazier"), of which FTVM II, L.P. ("FTVM") is the sole general partner. Frazier Technology Management, L.L.C. ("Frazier Tech Management") is the sole general partner of FTVM and exercises voting and investment power over these shares. The managing members of Frazier Tech Management are Scott Darling, Paul Bialek, Frazier Management LLC and Len Jordan. Frazier, FTVM, Frazier Tech Management and the managing members of Frazier Tech Management disclaim beneficial ownership of these securities, except to the extent of their respective proportionate pecuniary interest therein, and this report shall not be deemed an admission that Frazier, FTVM, Frazier Tech Management or the managing members of Frazier Tech Management are the beneficial owners of such securities for Section 16 or any other purpose. Len Jordan is a director of Issuer. |
| Frazier Technology Management, L.L.C., /s/ Len Jordan, Managing Member | 08/07/2013 | |
| Frazier Technology Ventures II, L.P., By FTVM II, L.P., its general partner, /s/ Len Jordan, Managing Member of Frazier Technology Management LLC, its general partner | 08/07/2013 | |
| FTVM II, L.P., /s/ Len Jordan, Managing Member of Frazier Technology Management, L.L.C., its general partner | 08/07/2013 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||