| 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
EQUINIX INC [ EQIX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/26/2007 | ||||||||||||||||||||||||||
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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 | 11/26/2007 | S | 15,705 | D | $101.3495 | 347,797 | I | See Notes(1)(2)(3)(4) | ||
| Common Stock | 11/27/2007 | S | 1,500 | D | $100.51 | 346,297 | I | See Notes(1)(2)(3)(4) | ||
| Common Stock | 11/27/2007 | J(5) | 9,781 | A | $0(5) | 49,639 | D | |||
| Common Stock | 11/27/2007 | J(6) | 4,000 | A | $0(6) | 7,314 | I | See Note(6) | ||
| Common Stock | 11/27/2007 | J(7) | 5,541 | A | $0(7) | 11,082 | D | |||
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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 | ||||||||
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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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. The reporting persons (the "Reporting Persons") are Crosslink Capital, Inc. ("Crosslink"), Crossover Fund III Management, L.L.C. ("Crossover III Management"), Crosslink Ventures IV Holdings, L.L.C. ("Ventures IV Holdings"), Crosslink Verwaltungs GmbH ("Verwaltungs"), Michael J. Stark, James Feuille, David I. Epstein, Daniel John Dunn, Thomas Edward Bliska, Charles Finnie, Peter D. Rip, Alain S. Harrus, Bruce MacNaughton and Gary Hromadko. Crosslink is an investment adviser to investment funds of which Crossover III Management, Ventures IV Holdings or Verwaltungs is the general partner, manager or the holder of Class B Units, and other investment funds. Crossover III Management is also the investment adviser to investment funds. |
| 2. Mr. Stark is the control person of Crosslink and Verwaltungs. Mr. Stark, Mr. Bliska and Mr. Dunn are the control persons of Crossover III Management. Mr. Stark, Mr. Bliska, Mr. Dunn, Mr. Epstein, Mr. Feuille, Mr. Finnie, Mr. Rip, Mr. Harrus and Mr. MacNaughton are the control persons of Ventures IV Holdings. Mr. Hromadko is a member of the Issuer's board of directors and serves as the representative of the Reporting Persons. |
| 3. The Reporting Persons are filing this Form 4 jointly, but not as a group, and each of them expressly disclaims membership in a group, within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934. These securities are held directly by investment funds to which Crosslink or Crossover III Management is investment adviser (the "Funds") for the benefit of the investors in the Funds. |
| 4. These securities are indirectly beneficially owned by Crosslink or Crossover III Management as the investment adviser to the Funds, by Crossover III Management, Ventures IV Holdings and Verwaltungs as the general partner, manager or holder of Class B Units of the Funds, and by Mr. Stark, Mr. Feuille, Mr. Epstein, Mr. Bliska and Mr. Dunn as the various control persons of those entities. The Reporting Persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. |
| 5. On November 27, 2007, certain of the Funds distributed these securities pro rata to their investors for no additional consideration, which securities previously were reported as indirectly beneficially owned by the Reporting Persons. The zero in Column 4 is a placeholder only that is required by the EDGAR software. |
| 6. These securities were received by the Stark Family Trust, of which Mr. Stark is Trustee and a beneficiary, for no consideration in the pro rata distribution described in Note 5. The zero in Column 4 is a placeholder only that is required by the EDGAR software. |
| 7. These securities were received by Mr. Bliska for no consideration in the pro rata distribution described in Note 5. The zero in Column 4 is a placeholder only that is required by the EDGAR software. |
| Crosslink Capital, Inc., by Michael J. Stark, President | 11/28/2007 | |
| Crossover Fund III Management, L.L.C., by Michael J. Stark, Senior Fund Manager | 11/28/2007 | |
| Crosslink Ventures IV Holdings, L.L.C., by Michael J. Stark, Senior Fund Manager | 11/28/2007 | |
| Crosslink Verwaltungs GmbH, by Michael J. Stark, Managing Director | 11/28/2007 | |
| Thomas Edward Bliska | 11/28/2007 | |
| Daniel John Dunn | 11/28/2007 | |
| David Epstein | 11/28/2007 | |
| ** 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. | ||