0001596940-15-000003.txt : 20150218 0001596940-15-000003.hdr.sgml : 20150216 20150217171031 ACCESSION NUMBER: 0001596940-15-000003 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150217 DATE AS OF CHANGE: 20150217 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Care.com Inc CENTRAL INDEX KEY: 0001412270 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200] IRS NUMBER: 205785879 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-88599 FILM NUMBER: 15624220 BUSINESS ADDRESS: STREET 1: 77 FOURTH AVENUE STREET 2: 5TH FLOOR CITY: Waltham STATE: MA ZIP: 02451 BUSINESS PHONE: 781 642 5900 MAIL ADDRESS: STREET 1: 77 FOURTH AVENUE STREET 2: 5TH FLOOR CITY: Waltham STATE: MA ZIP: 02451 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Marcelo Sheila Lirio CENTRAL INDEX KEY: 0001596940 FILING VALUES: FORM TYPE: SC 13G MAIL ADDRESS: STREET 1: CARE.COM, INC. STREET 2: 201 JONES ROAD, SUITE 500 CITY: WALTHAM STATE: MA ZIP: 02451 SC 13G 1 sc13gmarcelos.htm SC 13G SC13GMarceloS

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. ________)*


Care.com, Inc.
(Name of Issuer)

Common Stock, par value $0.001 per share
(Title of Class of Securities)


141633 107
(CUSIP Number)



(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
o Rule 13d-1(c)
ý Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

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 control number.




CUSIP No. 141633 107   
 
1. Names of Reporting Persons.

   Sheila Lirio Marcelo
2. Check the Appropriate Box if a Member of a Group
(a) o 
(b) o
3. SEC Use Only
4. Citizenship or Place of Organization
 
   United States of America
Number of Shares
Beneficially
Owned by
Each Reporting
Person With:
5. Sole Voting Power

   2,058,0951
6. Shared Voting Power

   11,5002
7. Sole Dispositive Power

   2,058,0951
8. Shared Dispositive Power
   11,5002
9. Aggregate Amount Beneficially Owned by Each Reporting Person

   2,069,5951,2
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares o
11. Percent of Class Represented by Amount in Row (9)

   6.4%3
12. Type of Reporting Person

   IN
____________________________

1
Consists of 709,658 shares held by the Reporting Person, 403,282 shares held by a trust for which the Reporting Person is trustee, and 945,155 shares issuable to the Reporting Person upon exercise of stock options within 60 days after December 31, 2014.

2
Consists of 11,500 shares issuable to the Reporting Person’s spouse upon exercise of stock options within 60 days after December 31, 2014. The Reporting Person disclaims beneficial ownership of these shares.

3
Based on 31,619,161 shares outstanding as of December 31, 2014, 945,155 shares issuable to the Reporting Person upon exercise of stock options within 60 days after December 31, 2014 and 11,500 shares issuable to the Reporting Person’s spouse upon exercise of stock options within 60 days after December 31, 2014.



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ITEM 1.
(a) Name of Issuer:

Care.com, Inc.

(b) Address of Issuer's Principal Executive Offices:
    
77 Fourth Avenue, 5th Floor
Waltham, MA 02451

ITEM 2.
(a) Name of Person Filing:

Sheila Lirio Marcelo (the “Reporting Person”)

(b) Address of Principal Business Office, or if None, Residence:
    
c/o Care.com, Inc.
77 Fourth Avenue, 5th Floor
Waltham, MA 02451

(c) Citizenship:

United States of America

(d) Title of Class of Securities:

Common Stock, par value $0.001 per share

(e) CUSIP Number:

141633 107

ITEM 3.

Not applicable.


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ITEM 4. OWNERSHIP.

(a) Amount beneficially owned: 2,069,595 shares 1, 2 

(b) Percent of class: 6.4%3 

(c) Number of shares as to which such person has:

(i) Sole power to vote or to direct the vote: 2,058,095 shares1 

(ii) Shared power to vote or to direct the vote: 11,500 shares2 

(iii) Sole power to dispose or to direct the disposition of: 2,058,095 shares1 

(iv) Shared power to dispose or to direct the disposition of: 11,500 shares2 
____________________________

1
Consists of 709,658 shares held by the Reporting Person, 403,282 shares held by a trust for which the Reporting Person is trustee, and 945,155 shares issuable to the Reporting Person upon exercise of stock options within 60 days after December 31, 2014.

2
Consists of 11,500 shares issuable to the Reporting Person’s spouse upon exercise of stock options within 60 days after December 31, 2014. The Reporting Person disclaims beneficial ownership of these shares.

3
Based on 31,619,161 shares outstanding as of December 31, 2014, 945,155 shares issuable to the Reporting Person upon exercise of stock options within 60 days after December 31, 2014 and 11,500 shares issuable to the Reporting Person’s spouse upon exercise of stock options within 60 days after December 31, 2014.

ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS.

Not applicable.

ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.

Not applicable.

ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.

Not applicable.

ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.

Not applicable.

ITEM 9. NOTICE OF DISSOLUTION OF GROUP.

Not applicable.

ITEM 10. CERTIFICATIONS.
    
Not applicable.



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SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date:    February 13, 2015

SHEILA LIRIO MARCELO


By:    /s/ Sheila Lirio Marcelo        
Name:    Sheila Lirio Marcelo




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