0001477932-15-007219.txt : 20151119 0001477932-15-007219.hdr.sgml : 20151119 20151119143619 ACCESSION NUMBER: 0001477932-15-007219 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20151118 FILED AS OF DATE: 20151119 DATE AS OF CHANGE: 20151119 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: INSTRUCTURE INC CENTRAL INDEX KEY: 0001355754 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6330 SOUTH 3000 EAST, SUITE 700 CITY: SALT LAKE CITY STATE: UT ZIP: 84121 BUSINESS PHONE: (800) 203-6755 MAIL ADDRESS: STREET 1: 6330 SOUTH 3000 EAST, SUITE 700 CITY: SALT LAKE CITY STATE: UT ZIP: 84121 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MADSEN KENT CENTRAL INDEX KEY: 0001259434 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37629 FILM NUMBER: 151243392 MAIL ADDRESS: STREET 1: 15 W. SOUTH TEMPLE #500 CITY: SALT LAKE CITY STATE: UT ZIP: 84101 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Epic Expansion Capital, LLC CENTRAL INDEX KEY: 0001658325 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37629 FILM NUMBER: 151243393 BUSINESS ADDRESS: STREET 1: 15 W. SOUTH TEMPLE #500 CITY: SALT LAKE CITY STATE: UT ZIP: 84101 BUSINESS PHONE: (801) 524-8939 MAIL ADDRESS: STREET 1: 15 W. SOUTH TEMPLE #500 CITY: SALT LAKE CITY STATE: UT ZIP: 84101 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ZIONS SBIC LLC CENTRAL INDEX KEY: 0001137502 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37629 FILM NUMBER: 151243394 BUSINESS ADDRESS: STREET 1: ONE SOUTH MAIN STREET STREET 2: SUITE 1660 CITY: SALT LAKE CITY STATE: UT ZIP: 84133 BUSINESS PHONE: 8015248939 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Epic Expansion Capital Annex, LLC CENTRAL INDEX KEY: 0001658326 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37629 FILM NUMBER: 151243395 BUSINESS ADDRESS: STREET 1: 15 W. SOUTH TEMPLE #500 CITY: SALT LAKE CITY STATE: UT ZIP: 84101 BUSINESS PHONE: (801) 524-8939 MAIL ADDRESS: STREET 1: 15 W. SOUTH TEMPLE #500 CITY: SALT LAKE CITY STATE: UT ZIP: 84101 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EPIC VENTURE FUND IV, LLC CENTRAL INDEX KEY: 0001456865 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37629 FILM NUMBER: 151243396 BUSINESS ADDRESS: STREET 1: 15 W. SOUTH TEMPLE #500 CITY: Salt Lake City STATE: UT ZIP: 84101 BUSINESS PHONE: 801-524-8939 MAIL ADDRESS: STREET 1: 15 W. SOUTH TEMPLE #500 CITY: Salt Lake City STATE: UT ZIP: 84101 FORMER NAME: FORMER CONFORMED NAME: EPIC VENTURE FUND IV LLC DATE OF NAME CHANGE: 20090223 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2015-11-18 0 0001355754 INSTRUCTURE INC INST 0001456865 EPIC VENTURE FUND IV, LLC C/O EPIC VENTURES 15 W. SOUTH TEMPLE #500 SALT LAKE CITY UT 84101 0 0 1 0 0001658326 Epic Expansion Capital Annex, LLC C/O EPIC VENTURES 15 W. SOUTH TEMPLE #500 SALT LAKE CITY UT 84101 0 0 1 0 0001137502 ZIONS SBIC LLC C/O EPIC VENTURES 15 W. SOUTH TEMPLE #500 SALT LAKE CITY UT 84101 0 0 1 0 0001658325 Epic Expansion Capital, LLC C/O EPIC VENTURES 15 W. SOUTH TEMPLE #500 SALT LAKE CITY UT 84101 0 0 1 0 0001259434 MADSEN KENT C/O EPIC VENTURES 15 W. SOUTH TEMPLE #500 SALT LAKE CITY UT 84101 0 0 1 0 Common Stock 2015-11-18 4 C 0 2578199 0 A 2672811 D Common Stock 2015-11-18 4 C 0 319306 0 A 572806 I By Epic Expansion Capital Annex, LLC Common Stock 2015-11-18 4 C 0 1168549 0 A 1204460 I By Zions SBIC LLC Common Stock 2015-11-18 4 C 0 374999 0 A 374999 I Epic Expansion Capital, LLC Common Stock 39149 I By Kent I. Madsen Series A Preferred Stock 2015-11-18 4 C 0 319306 0 D Common Stock 319306 0 I By Epic Expansion Capital Annex, LLC Series A Preferred Stock 2015-11-18 4 C 0 1352194 0 D Common Stock 1352194 0 D Series A Preferred Stock 2015-11-18 4 C 0 26623 0 D Common Stock 26623 0 I By Zions SBIC LLC Series B Preferred Stock 2015-11-18 4 C 0 784314 0 D Common Stock 784314 0 D Series B Preferred Stock 2015-11-18 4 C 0 784313 0 D Common Stock 784313 0 I By Zions SBIC LLC Series C Preferred Stock 2015-11-18 4 C 0 378799 0 D Common Stock 378799 0 D Series C Preferred Stock 2015-11-18 4 C 0 143777 0 D Common Stock 143777 0 I By Zions SBIC LLC Series D Preferred Stock 2015-11-18 4 C 0 62892 0 D Common Stock 62892 0 D Series D Preferred StockCommon Stock 2015-11-18 4 C 0 213836 0 D Common Stock 213836 0 I By Zions SBIC LLC Series E Preferred Stock 2015-11-18 4 C 0 273710 0 D Common Stock 374999 0 I By Epic Expansion Capital, LLC Epic Management Partners, LLC (EMP) is the investment manager of Epic Venture Fund IV, LLC (EVF IV), Epic Expansion Capital Annex, LLC (EECA) and Epic Expansion Capital, LLC (EEC) and has sole voting and investment power with regard to the shares held directly by EVF IV, EECA and EEC. E. Nicholaus Efstratis and Kent I. Madsen are the managers of EMP and, therefore, may be deemed to share voting and investment power with regard to the shares held by EVF IV, EECA and EEC. Each of such individuals disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The inclusion of these securities shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or any other purpose. ZWMC IV, L.L.C. (ZWMC) is the investment manager of Zions SBIC LLC (Zions SBIC) and has sole voting and investment power with regard to the shares held directly by Zions SBIC. E. Nicholaus Efstratis and Kent I. Madsen are the managers of ZWMC and, therefore, may be deemed to share voting and investment power with regard to the shares held by Zions SBIC. Each of such individuals disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The inclusion of these securities shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or any other purpose. These shares are owned directly by Kent I. Madsen. The Series A Preferred Stock converted into Common Stock of the Issuer on a 1-to-1 basis upon the closing of the initial public offering of the Issuer. The Series B Preferred Stock converted into Common Stock of the Issuer on a 1-to-1 basis upon the closing of the initial public offering of the Issuer. The Series C Preferred Stock converted into Common Stock of the Issuer on a 1-to-1 basis upon the closing of the initial public offering of the Issuer. The Series D Preferred Stock converted into Common Stock of the Issuer on a 1-to-1 basis upon the closing of the initial public offering of the Issuer. The Series E Preferred Stock converted into Common Stock of the Issuer on a 1-to-3.700625 basis upon closing of the initial public offering of the Issuer. Not applicable. /s/ Kent I. Madsen, Manager of Epic Management Partners, LLC, Investment Manager of Epic Venture Fund IV, LLC 2015-11-19 /s/ Kent I. Madsen, Manager of ZWMC, IV, L.L.C., Investment Manager of Zions SBIC LLC 2015-11-19 /s/ Kent I. Madsen, Manager of Epic Management Partners, LLC, Investment Manager of Epic Expansion Capital Annex, LLC 2015-11-19 /s/ Kent I. Madsen, Manager of Epic Management Partners, LLC, Investment Manager of Epic Expansion Capital, LLC 2015-11-19 /s/ Kent I. Madsen, an individual 2015-11-19