0001144204-11-016658.txt : 20110323
0001144204-11-016658.hdr.sgml : 20110323
20110323193405
ACCESSION NUMBER: 0001144204-11-016658
CONFORMED SUBMISSION TYPE: 3/A
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110316
FILED AS OF DATE: 20110323
DATE AS OF CHANGE: 20110323
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Meritech Capital Partners III LP
CENTRAL INDEX KEY: 0001336460
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35098
FILM NUMBER: 11707589
BUSINESS ADDRESS:
STREET 1: 285 HAMILTON AVE STE 200
CITY: PALO ALTO
STATE: CA
ZIP: 94301
MAIL ADDRESS:
STREET 1: 285 HAMILTON AVE STE 200
CITY: PALO ALTO
STATE: CA
ZIP: 94301
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bischof George
CENTRAL INDEX KEY: 0001500543
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35098
FILM NUMBER: 11707585
MAIL ADDRESS:
STREET 1: 245 LYTTON AVENUE, SUITE 350
CITY: PALO ALTO
STATE: CA
ZIP: 94301
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Cornerstone OnDemand Inc
CENTRAL INDEX KEY: 0001401680
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
BUSINESS ADDRESS:
STREET 1: 1601 CLOVERFIELD BLVD
STREET 2: SUITE 620
CITY: SANTA MONICA
STATE: CA
ZIP: 90404
BUSINESS PHONE: 310-752-0200
MAIL ADDRESS:
STREET 1: 1601 CLOVERFIELD BLVD
STREET 2: SUITE 620
CITY: SANTA MONICA
STATE: CA
ZIP: 90404
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MADERA PAUL S
CENTRAL INDEX KEY: 0001255151
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35098
FILM NUMBER: 11707587
MAIL ADDRESS:
STREET 1: 245 LYTTON AVENUE
STREET 2: SUITE 350
CITY: PALO ALTO
STATE: CA
ZIP: 94301
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GORDON MICHAEL B
CENTRAL INDEX KEY: 0001255152
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35098
FILM NUMBER: 11707586
MAIL ADDRESS:
STREET 1: 245 LYTTON AVENUE
STREET 2: SUITE 350
CITY: PALO ALTO
STATE: CA
ZIP: 94301
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MERITECH CAPITAL AFFILIATES III L P
CENTRAL INDEX KEY: 0001359256
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35098
FILM NUMBER: 11707588
BUSINESS ADDRESS:
STREET 1: 285 HAMILTON AVE SUITE 200
CITY: PALO ALTO
STATE: CA
ZIP: 94301
BUSINESS PHONE: 650-475-2200
MAIL ADDRESS:
STREET 1: 285 HAMILTON AVE SUITE 200
CITY: PALO ALTO
STATE: CA
ZIP: 94301
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Meritech Capital Associates III L.L.C.
CENTRAL INDEX KEY: 0001500544
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35098
FILM NUMBER: 11707590
BUSINESS ADDRESS:
STREET 1: 245 LYTTON AVENUE, SUITE 350
CITY: PALO ALTO
STATE: CA
ZIP: 94301
BUSINESS PHONE: 650.475.2200
MAIL ADDRESS:
STREET 1: 245 LYTTON AVENUE, SUITE 350
CITY: PALO ALTO
STATE: CA
ZIP: 94301
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Meritech Management Associates III L.L.C.
CENTRAL INDEX KEY: 0001500545
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35098
FILM NUMBER: 11707591
BUSINESS ADDRESS:
STREET 1: 245 LYTTON AVENUE, SUITE 350
CITY: PALO ALTO
STATE: CA
ZIP: 94301
BUSINESS PHONE: 650.475.2200
MAIL ADDRESS:
STREET 1: 245 LYTTON AVENUE, SUITE 350
CITY: PALO ALTO
STATE: CA
ZIP: 94301
3/A
1
v215668_ex.xml
X0203
3/A
2011-03-16
2011-03-16
0
0001401680
Cornerstone OnDemand Inc
CSOD
0001500545
Meritech Management Associates III L.L.C.
245 LYTTON AVENUE, SUITE 350
PALO ALTO
CA
94301
0
0
1
0
0001500544
Meritech Capital Associates III L.L.C.
245 LYTTON AVENUE, SUITE 350
PALO ALTO
CA
94301
0
0
1
0
0001336460
Meritech Capital Partners III LP
285 HAMILTON AVE STE 200
PALO ALTO
CA
94301
0
0
1
0
0001359256
MERITECH CAPITAL AFFILIATES III L P
285 HAMILTON AVE SUITE 200
PALO ALTO
CA
94301
0
0
1
0
0001255151
MADERA PAUL S
245 LYTTON AVENUE
SUITE 350
PALO ALTO
CA
94301
0
0
1
0
0001255152
GORDON MICHAEL B
245 LYTTON AVENUE
SUITE 350
PALO ALTO
CA
94301
0
0
1
0
0001500543
Bischof George
245 LYTTON AVENUE, SUITE 350
PALO ALTO
CA
94301
0
0
1
0
Series E Convertible Preferred Stock
Common Stock
5714036
I
See footnote
Series E Convertible Preferred Stock
Common Stock
104145
I
See footnote
The Series E Convertible Preferred Stock shall automatically convert into Common Stock on a 1:1 basis immediately prior to
the closing of the Issuer's initial public offering of common stock and has no expiration date.
This report on Form 3/A amends the Form 3 filed by the reporting persons on March 16, 2011 (the "Original Form 3") and is
being filed to correct an administrative error relating to the amount of securities underlying derivative security
beneficially owned in column 3 of Table II. The Original Form 3 incorrectly reported that Meritech Capital Partners III,
L.P. ("MCP III") beneficially owned 952,339 Series E Convertible Preferred Warrants (the "Series E Warrants") underlying an
equal amount of shares of Series E Convertible Preferred Stock (the "Series E Stock") and Meritech Capital Affiliates III
L.P. ("MC Aff III") beneficially owned 17,357 Series E Warrants underlying an equal amount of shares of Series E Preferred
Stock. See footnote (3) below.
See footnote (2) above. All of the Series E Warrants held directly by these two entities were exercised and an equal number
of shares of Series E Stock were issued to these two entities prior to the filing of the Original Form 3. Accordingly, the
amount of Series E Stock and underlying shares of Common Stock has been increased by 952,339 and 17,357 shares,
respectively, in this Form 3/A and neither entity holds any Series E Warrants. There was no change in the beneficial
ownership of the reporting persons.
The reported securities are held of record by MCP III. Meritech Capital Associates III L.L.C. ("MCA III"), the general
partner of MCP III, has sole voting and dispositive power with respect to the securities held by MCP III. The managing
member of MCA III is Meritech Management Associates III L.L.C. ("MMA III"). Paul S. Madera, Michael B. Gordon, Robert D.
Ward and George H. Bischof, the managing members of MMC III, share voting and dispositive power with respect to the shares
held by MCP III. Such persons and entities disclaim beneficial ownership of the securities held by MCP III except to the
extent of any pecuniary interest therein.
The reported securities are held of record by MC Aff III. MCA III, the general partner of MC Aff III, has sole voting and
dispositive power with respect to the securities held by MC Aff III. The managing member of MCA III is MMA III. Paul S.
Madera, Michael B. Gordon, Robert D. Ward and George H. Bischof, the managing members of MMC III, share voting and
dispositive power with respect to the shares held by MC Aff III. Such persons and entities disclaim beneficial ownership of
the securities held by MC Aff III except to the extent of any pecuniary interest therein.
/s/ Paul S. Madera, as a managing member of Meritech Management Associates III L.L.C.
2011-03-23
/s/ Paul S. Madera, as a managing member of Meritech Management Associates III L.L.C., the managing member of Meritech Capital Associates III L.L.C.
2011-03-23
/s/ Paul S. Madera, as a managing member of Meritech Management Associates III L.L.C., the managing member of Meritech Capital Associates III L.L.C., the general partner of Meritech Capital Partners III L.P.
2011-03-23
/s/ Paul S. Madera, as a managing member of Meritech Management Associates III L.L.C., the managing member of Meritech Capital Associates III L.L.C., the general partner of Meritech Capital Affiliates III L.P.
2011-03-23
/s/ Paul S. Madera
2011-03-23
/s/ Michael B. Gordon
2011-03-23
/s/ George H. Bischof
2011-03-23