0001209191-18-025246.txt : 20180417 0001209191-18-025246.hdr.sgml : 20180417 20180417182658 ACCESSION NUMBER: 0001209191-18-025246 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180323 FILED AS OF DATE: 20180417 DATE AS OF CHANGE: 20180417 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pitango Parallel Investor Fund III (USA) L.P. CENTRAL INDEX KEY: 0001602376 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38253 FILM NUMBER: 18759932 BUSINESS ADDRESS: STREET 1: BORDERFREE, INC. STREET 2: 292 MADISON AVENUE, 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-299-3500 MAIL ADDRESS: STREET 1: BORDERFREE, INC. STREET 2: 292 MADISON AVENUE, 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pitango Principals Fund III (USA) L.P. CENTRAL INDEX KEY: 0001602349 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38253 FILM NUMBER: 18759933 BUSINESS ADDRESS: STREET 1: BORDERFREE, INC. STREET 2: 292 MADISON AVENUE, 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-299-3500 MAIL ADDRESS: STREET 1: BORDERFREE, INC. STREET 2: 292 MADISON AVENUE, 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pitango Venture Capital Fund III (USA) L.P. CENTRAL INDEX KEY: 0001602359 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38253 FILM NUMBER: 18759931 BUSINESS ADDRESS: STREET 1: BORDERFREE, INC. STREET 2: 292 MADISON AVENUE, 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-299-3500 MAIL ADDRESS: STREET 1: BORDERFREE, INC. STREET 2: 292 MADISON AVENUE, 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pitango Venture Capital Fund III (USA) Non-Q L.P. CENTRAL INDEX KEY: 0001602351 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38253 FILM NUMBER: 18759930 BUSINESS ADDRESS: STREET 1: BORDERFREE, INC. STREET 2: 292 MADISON AVENUE, 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-299-3500 MAIL ADDRESS: STREET 1: BORDERFREE, INC. STREET 2: 292 MADISON AVENUE, 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pitango Venture Capital Fund III Trusts 2000 Ltd. CENTRAL INDEX KEY: 0001602350 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38253 FILM NUMBER: 18759934 BUSINESS ADDRESS: STREET 1: BORDERFREE, INC. STREET 2: 292 MADISON AVENUE, 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-299-3500 MAIL ADDRESS: STREET 1: BORDERFREE, INC. STREET 2: 292 MADISON AVENUE, 5TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: PITANGO VENTURE CAPITAL FUND III (ISRAELI INVESTORS) LP CENTRAL INDEX KEY: 0001358529 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38253 FILM NUMBER: 18759935 BUSINESS ADDRESS: STREET 1: 11 HA MENOFIM ST CITY: HERZLIYA STATE: L3 ZIP: 000000 BUSINESS PHONE: 972 9 971 8100 MAIL ADDRESS: STREET 1: 11 HA MENOFIM ST CITY: HERZLIYA STATE: L3 ZIP: 000000 FORMER NAME: FORMER CONFORMED NAME: PITANGO VENTURE CAPITAL FUND II ISRAELI INVESTORS LP DATE OF NAME CHANGE: 20060405 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Pitango V.C. Fund III General Partner CENTRAL INDEX KEY: 0001720798 STATE OF INCORPORATION: L3 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38253 FILM NUMBER: 18759936 BUSINESS ADDRESS: STREET 1: 11 HAMENOFIM STREET, BLDG B CITY: HERZELIYA STATE: L3 ZIP: 46725 BUSINESS PHONE: 972-9-9718137 MAIL ADDRESS: STREET 1: 11 HAMENOFIM STREET, BLDG B CITY: HERZELIYA STATE: L3 ZIP: 46725 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FORESCOUT TECHNOLOGIES, INC CENTRAL INDEX KEY: 0001145057 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 510406800 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 190 WEST TASMAN DRIVE CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 408-213-3191 MAIL ADDRESS: STREET 1: 190 WEST TASMAN DRIVE CITY: SAN JOSE STATE: CA ZIP: 95134 FORMER COMPANY: FORMER CONFORMED NAME: FORESCOUT TECHNOLOGIES INC DATE OF NAME CHANGE: 20010717 4/A 1 doc4a.xml FORM 4/A SUBMISSION X0306 4/A 2018-03-23 2018-03-28 1 0001145057 FORESCOUT TECHNOLOGIES, INC FSCT 0001720798 Pitango V.C. Fund III General Partner 540 COWPER STREET, SUITE 200 PALO ALTO CA 94301-1806 0 0 1 0 0001358529 PITANGO VENTURE CAPITAL FUND III (ISRAELI INVESTORS) LP 11 HAMENOFIM STREET, BUILDING B HERZELIYA L3 4672562 ISRAEL 0 0 1 0 0001602350 Pitango Venture Capital Fund III Trusts 2000 Ltd. 11 HAMENOFIM STREET, BUILDING B HERZELIYA L3 4672562 ISRAEL 0 0 1 0 0001602349 Pitango Principals Fund III (USA) L.P. 540 COWPER STREET, SUITE 200 PALO ALTO CA 94301-1806 0 0 1 0 0001602376 Pitango Parallel Investor Fund III (USA) L.P. 540 COWPER STREET, SUITE 200 PALO ALTO CA 94301-1806 0 0 1 0 0001602359 Pitango Venture Capital Fund III (USA) L.P. 540 COWPER STREET, SUITE 200 PALO ALTO CA 94301-1806 0 0 1 0 0001602351 Pitango Venture Capital Fund III (USA) Non-Q L.P. 540 COWPER STREET, SUITE 200 PALO ALTO CA 94301-1806 0 0 1 0 Common Stock 2018-03-23 4 S 0 373209 27.637 D 2354123 I See footnote Common Stock 2018-03-23 4 S 0 34412 27.637 D 217698 I See footnote Common Stock 2018-03-23 4 S 0 100916 27.637 D 636548 I See footnote Common Stock 2018-03-23 4 S 0 13137 27.637 D 82861 I See footnote Common Stock 2018-03-23 4 S 0 51285 27.637 D 323483 I See footnote Common Stock 2018-03-23 4 S 0 26275 27.637 D 165678 I See footnotes The Reporting Persons sold shares to the underwriters in connection with the closing of the Issuer's follow-on public offering. The reported sale price reflects the price at which the Reporting Persons sold shares to the underwriters, which is net of underwriting commissions. The shares are held of record by Pitango Venture Capital Fund III (USA) L.P. ("Fund III USA"). Pitango V.C. Fund III General Partner ("Pitango GP"), the general partner of Fund III USA, has sole voting and dispositive power with respect to the shares held by Fund III USA. The partners of Pitango GP are eight private companies that are each owned by one of the following individuals: Rami Beracha, Bruce Crocker, Isaac Hillel, Rami Kalish, a director of the Issuer, Aaron Mankovski, Chemi Peres, Isaac Shrem and Zeev Binman, respectively (the "Principals"), which share voting and dispositive power with respect to the subject shares. Such persons and entities disclaim beneficial ownership of the securities held by Fund III USA except to the extent of any pecuniary interest therein. The shares are held of record by Pitango Venture Capital Fund III (USA) Non-Q L.P. ("Fund III USA Non-Q"). Pitango GP, the general partner of Fund III USA Non-Q, has sole voting and dispositive power with respect to the shares held by Fund III USA Non-Q. The partners of Pitango GP, which are eight private companies that are each owned by one of the Principals, share voting and dispositive power with respect to the subject shares. Such persons and entities disclaim beneficial ownership of the securities held by Fund III USA Non-Q except to the extent of any pecuniary interest therein. The shares are held of record by Pitango Venture Capital Fund III (Israeli Investors) L.P. ("Fund III Israeli Investors"). Pitango V.C. Fund III (Israel) GP ("Israeli GP"), the general partner of Fund III Israeli Investors, has sole voting and dispositive power with respect to the shares held by Fund III Israeli Investors. The partners of Israeli GP, which are private companies that are each owned by one of the Principals, share voting and dispositive power with respect to the subject shares. Such persons and entities disclaim beneficial ownership of the securities held by Fund III Israeli Investors except to the extent of any pecuniary interest therein. The shares are held of record by Pitango Principals Fund III (USA) L.P. ("Principals Fund III"). Pitango GP, the general partner of Principals Fund III, has sole voting and dispositive power with respect to the shares held by Principals Fund III. The partners of Pitango GP are eight private companies that are each owned by one of the Principals, share voting and dispositive power with respect to the subject shares. Such persons and entities disclaim beneficial ownership of the securities held by Principals Fund III except to the extent of any pecuniary interest therein. The shares are held of record by Pitango Parallel Investor Fund III (USA) L.P ("Parallel Investor Fund"). Pitango GP, the general partner of Parallel Investor Fund, has sole voting and dispositive power with respect to the shares held by Parallel Investor Fund. The partners of Pitango GP, which are eight private companies that are each owned by one of the Principals, share voting and dispositive power with respect to the subject shares. Such persons and entities disclaim beneficial ownership of the securities held by Parallel Investor Fund except to the extent of any pecuniary interest therein. The shares are held of record by Pitango Venture Capital Fund III Trusts 2000 Ltd. ("Capital Fund 2000"). Capital Fund 2000 is owned and controlled indirectly by the Principals, and holds shares of the Issuer on behalf of these limited partnerships: Pitango CEO Fund III (USA) L.P., Pitango CEO Fund III (Israel) L.P. and Pitango Families Fund III (Israel) L.P. The first two of these limited partnerships are managed by their sole general partner, Pitango GP, and the third of these limited partnerships is managed by the Israeli GP. Pitango GP and the Israeli GP share indirect voting and dispositive power with respect to the shares held by Capital Fund 2000 (via their management of the foregoing limited partnerships). The partners of each of Pitango GP and the Israeli GP are eight private companies (different companies in each case). Such persons and entities disclaim beneficial ownership of the securities held by Capital Fund 2000 except to the extent of any pecuniary interest therein. This Form 4 is amended to restate (i) information with regard to certain of the Reporting Persons, and (ii) the post-transaction ownership reported in Table I, Column 6. The transactions were correctly and timely reported in the original Form 4. /s/ Rami Kalish, /s/ Zeev Binman, Managing Directors, Pitango V.C. Fund III General Partner 2018-04-17 /s/ Rami Kalish, /s/Zeev Binman, Managing Directors, Pitango V.C. Fund III (Israel) General Partner, the general partner of Pitango Venture Capital Fund III (Israeli Investors) L.P. 2018-04-17 /s/ Rami Kalish, /s/ Zeev Binman, Managing Directors, Pitango Venture Capital Fund III Trusts 2000 Ltd. 2018-04-17 /s/ Rami Kalish, /s/ Zeev Binman, Managing Directors, Pitango V.C. Fund III General Partner, the general partner of Pitango Principals Fund III (USA) L.P. 2018-04-17 /s/ Rami Kalish, /s/ Zeev Binman, Managing Directors, Pitango V.C. Fund III General Partner, the general partner of Pitango Parallel Investor Fund III (USA) L.P. 2018-04-17 /s/ Rami Kalish, /s/ Zeev Binman, Managing Directors, Pitango V.C. Fund III General Partner, the general partner of Pitango Venture Capital Fund III (USA) L.P. 2018-04-17 /s/ Rami Kalish, /s/ Zeev Binman, Managing Directors, Pitango V.C. Fund III General Partner, the general partner of Pitango Venture Capital Fund III (USA) Non-Q L.P. 2018-04-17