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
TANGOE INC [ TNGO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 08/01/2011 | ||||||||||||||||||||||||||
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 | 86,135 | I(2) | See Footnote | |||||||
Common Stock | 08/01/2011 | C | 3,835,329 | A | $0(1) | 3,921,464 | I(5) | See Footnote | ||
Common Stock | 08/01/2011 | S | 179,470 | D | $9.3 | 3,741,994 | I(6) | See Footnote | ||
Common Stock | 08/02/2011 | S | 242,770 | D | $9.3 | 3,499,224 | I(7) | See Footnote |
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 1 Preferred Stock | (1) | 08/01/2011 | C | 11,139,646 | (1) | (1) | Common Stock | 3,162,872 | $0(1) | 3,162,872 | I(3) | See Footnote | |||
Series 2 Preferrred Stock | (1) | 08/01/2011 | C | 2,368,403 | (1) | (1) | Common Stock | 672,457 | $0(1) | 672,457 | I(4) | See Footnote |
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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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 Sereis 1 Preferred Stock and Series 2 Preferred Stock converted into common stock on a 1-for-3.522 reverese split basis at the closing of the initial public offering. |
2. Total common shares of 86,135, represents 79,847 of such common shares held by Sevin Rosen Fund VI L.P. (SRFVI) and 6,288 of such common shares held by Sevin Rosen VI Affiliates Fund L.P. (SRVI AFF). Stephen M. Dow (Dow), Stephen L. Domenik (Domenik), Jon W. Bayless (Bayless), John V. Jaggers (Jaggers) and Charles H. Phipps (Phipps) are general partners of the general partner of SRFVI and SRVI AFF. Messers Dow, Domenik, Bayless, Jaggers and Phipps disclaim beneficial ownership of these shares except to the extent of his proportionate partnership interest in these shares |
3. Total common shares of 3,162,872 represents 1,589,586 of such common shares held by Sevin Rosen Fund VI L.P., 125,177 of such common shares held by Sevin Rosen VI Affiliates Fund L.P., 1,419,147 of such common shares held by Sevin Rosen Fund VIII L.P. (SRFVIII) and 28,962 of such common shares held by Sevin Rosen VIII Affiliates Fund L.P. (SRVIII AFF). Dow, Domenik, Bayless, Jaggers and Phipps are general partners of the general partner of SRFVI and SRVI AFF. Dow, Domenik, Bayless, Jaggers, Phipps and Alan R. Schuele (Schuele) are general partners of the general partner of SRFVIII and SRVIII AFF. Messers. Dow, Domenik, Bayless, Jaggers, Phipps and Schuele disclaim beneficial ownership of these shares except to the extent of his proportionate partnership interest in these shares. |
4. Total common shares of 672,457, represents 659,009 such common shares held by Sevin Rosen Fund VIII L.P. (SRFVIII) and 13,448 of such common shares held by Sevin Rosen VIII Affiliates Fund L.P. (SRVIII AFF). Dow, Domenik, Bayless, Jaggers, Phipps and Alan R. Schuele (Schuele) are general partners of the general partner of SRFVIII and SRVIII AFF. Messers. Dow, Domenik, Bayless, Jaggers, Phipps and Schuele disclaim beneficial ownership of these shares except to the extent of his proportionate partnership interest in these shares. |
5. Total common shares of 3,921,464 represents 1,669,433 of such common shares held by Sevin Rosen Fund VI L.P., 131,465 of such common shares held by Sevin Rosen VI Affiliates Fund L.P., 2,078,156 of such common shares held by Sevin Rosen Fund VIII L.P. (SRFVIII) and 42,410 of such common shares held by Sevin Rosen VIII Affiliates Fund L.P. (SRVIII AFF). Dow, Domenik, Bayless, Jaggers and Phipps are general partners of the general partner of SRFVI and SRVI AFF. Dow, Domenik, Bayless, Jaggers, Phipps and Schuele are general partners of the general partner of SRFVIII and SRVIII AFF. Messers. Dow, Domenik, Bayless, Jaggers, Phipps and Schuele disclaim beneficial ownership of these shares except to the extent of his proportionate partnership interest in these shares. |
6. Total common shares of 3,741,994 represent 1,592,979 of such common shares held by Sevin Rosen Fund VI L.P., 125,543 of such common shares held by Sevin Rosen VI Affiliates Fund L.P., 1,983,036 of such common shares held by Sevin Rosen Fund VIII L.P. (SRFVIII) and 40,436 of such common shares held by Sevin Rosen VIII Affiliates Fund L.P. (SRVIII AFF). Dow, Domenik, Bayless, Jaggers and Phipps are general partners of the general partner of SRFVI and SRVI AFF. Dow, Domenik, Bayless, Jaggers, Phipps and Schuele are general partners of the general partner of SRFVIII and SRVIII AFF. Messers. Dow, Domenik, Bayless, Jaggers, Phipps and Schuele disclaim beneficial ownership of these shares except to the extent of his proportionate partnership interest in these shares. |
7. Total common shares of 3,499,224 represent 1,489,558 of such common shares held by Sevin Rosen Fund VI L.P., 117,532 of such common shares held by Sevin Rosen VI Affiliates Fund L.P., 1,854,367 of such common shares held by Sevin Rosen Fund VIII L.P. (SRFVIII) and 37,767 of such common shares held by Sevin Rosen VIII Affiliates Fund L.P. (SRVIII AFF). Dow, Domenik, Bayless, Jaggers and Phipps are general partners of the general partner of SRFVI and SRVI AFF. Dow, Domenik, Bayless, Jaggers, Phipps and Schuele are general partners of the general partner of SRFVIII and SRVIII AFF. Messers. Dow, Domenik, Bayless, Jaggers, Phipps and Schuele disclaim beneficial ownership of these shares except to the extent of his proportionate partnership interest in these shares. |
John V. Jaggers | 08/02/2011 | |
John V. Jaggers, As Attorney-In-Fact For Jon W. Bayless | 08/02/2011 | |
John V. Jaggers, As Attorney-In-Fact For Stephen L. Domenik | 08/02/2011 | |
John V. Jaggers, As Attorney-In-Fact For Stephen M. Dow | 08/02/2011 | |
John V. Jaggers, As Attorney-In-Fact For Charles H. Phipps | 08/02/2011 | |
John V. Jaggers, As Attorney-In-Fact For Alan R. Schuele | 08/02/2011 | |
** 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. |