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
TALEO CORP [ TLEO ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 06/11/2007 | ||||||||||||||||||||||||||
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 | ||||||
Class A Common Stock, par value $0.00001 | 06/05/2007 | J | 197,723 | D | $0.00 | 3,116,774 | I | See Footnotes(1)(2) | ||
Class A Common Stock, par value $0.00001 | 06/05/2007 | G | 17,840 | D | $0.00 | 0 | D | |||
Class A Common Stock, par value $0.00001 | 06/11/2007 | S | 1,025,460 | D | $18.91 | 2,091,314 | I | See Footnotes(1)(2) |
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. Michael A. Krupka, as the managing member and a Managing Director of Bain Capital Venture Investors, LLC ("BCVI"), BCVI as the sole general partner of Bain Capital Venture Partners, L.P. ("BCVP"), and BCVP, as the sole general partner of Bain Capital Venture Fund 2001, L.P. ("BCVF"), may each be deemed to share voting and dispositive power with respect to the shares held by BCVF. Mr. Krupka, BCVI and BCVP disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. On 6/5/2007, BCVF distributed 113,173 shares of Common Stock to one or more members or partners in connection with certain charitable gifts made by such members or partners on 6/5/2007. On 6/11/2007, BCVF sold 938,061 shares of Common Stock. Following such sale, BCVF held 1,797,327 shares of Common Stock. |
2. Mr. Krupka is the managing member and a Managing Director of BCVI which is attorney-in-fact for Bain Capital Investors, LLC ("BCI"), which is the managing partner of BCIP Associates II ("BCIP II") and BCIP Associates II-B ("BCIP II-B"). By virtue of these relationships, Mr. Krupka, BCVI and BCI may thus be deemed to share voting and dispositive power with respect to the shares held by BCIP II and the shares held by BCIP II-B. Mr. Krupka, BCVI and BCI disclaim beneficial ownership of all such shares except to the extent of their pecuniary interest therein. On 6/5/2007, BCIP II and BCIP II-B distributed 75,872 and 8,678 shares of Common Stock, respectively, to one or more members or partners in connection with certain charitable gifts made by such members or partners on 6/5/2007. On 6/11/2007, BCIP II and BCIP II-B sold 69,616 and 17,783 shares of Common Stock, respectively. Following such sale, BCIP II and BCIP II-B held 248,746 and 45,241 shares of Common Stock, respectively. |
/s/ Michael A. Krupka | 06/13/2007 | |
** 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. |