0000899243-16-020585.txt : 20160520 0000899243-16-020585.hdr.sgml : 20160520 20160520161315 ACCESSION NUMBER: 0000899243-16-020585 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160516 FILED AS OF DATE: 20160520 DATE AS OF CHANGE: 20160520 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TREMOR VIDEO INC. CENTRAL INDEX KEY: 0001375796 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING AGENCIES [7311] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1501 BROADWAY, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: (646) 723-5300 MAIL ADDRESS: STREET 1: 1501 BROADWAY, 8TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: TREMOR MEDIA INC DATE OF NAME CHANGE: 20060918 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Canaan Partners VII LLC CENTRAL INDEX KEY: 0001514133 STATE OF INCORPORATION: CT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-35982 FILM NUMBER: 161666321 BUSINESS ADDRESS: STREET 1: 285 RIVERSIDE AVENUE STREET 2: STE. 250 CITY: WESTPORT STATE: CT ZIP: 06880 BUSINESS PHONE: 2038550400 MAIL ADDRESS: STREET 1: 285 RIVERSIDE AVENUE STREET 2: STE. 250 CITY: WESTPORT STATE: CT ZIP: 06880 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Canaan VII LP CENTRAL INDEX KEY: 0001327625 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-35982 FILM NUMBER: 161666322 BUSINESS ADDRESS: STREET 1: 285 RIVERSIDE AVE STREET 2: STE 250 CITY: WESTPORT STATE: CT ZIP: 06880 BUSINESS PHONE: 203-855-0400 MAIL ADDRESS: STREET 1: 285 RIVERSIDE AVE STREET 2: STE 250 CITY: WESTPORT STATE: CT ZIP: 06880 FORMER NAME: FORMER CONFORMED NAME: Canaan VII L.P. DATE OF NAME CHANGE: 20140807 FORMER NAME: FORMER CONFORMED NAME: Canaan VII L P DATE OF NAME CHANGE: 20050519 4/A 1 doc4a.xml FORM 4/A SUBMISSION X0306 4/A 2016-05-16 2016-05-18 0 0001375796 TREMOR VIDEO INC. TRMR 0001327625 Canaan VII LP 285 RIVERSIDE AVENUE, SUITE 250 WESTPORT CT 06880 1 0 1 0 0001514133 Canaan Partners VII LLC 285 RIVERSIDE AVENUE, SUITE 250 WESTPORT CT 06880 1 0 1 0 Common Stock 2016-05-16 4 S 0 9749 1.88 D 7934773 I See Footnote Common Stock 2016-05-17 4 S 0 16251 1.86 D 7918522 I See Footnote The price reported in Column 4 is a weighted average price. These shares were sold in multiple transaction at prices ranging from $1.85 - $1.92, inclusive. The reporting persons undertake to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1. of this Form 4. The shares are held directly by Canaan VII L.P. (the "Canaan Fund"). Canaan Partners VII LLC ("Canaan VII" and together with the Canaan Fund, the "Canaan Entities") is the sole general partner of the Canaan Fund, and each may be deemed to have sole voting, investment and dispositive power with respect to the shares held by the Canaan Fund. Warren Lee, a non-managing member of Canaan VII, serves as representative of the Canaan Entities on the issuer's board of directors. Canaan VII disclaims Section 16 beneficial ownership of the securities held by the Canaan Fund, except to the extent of its pecuniary interest therein, if any. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transaction at prices ranging from $1.82 - $1.94, inclusive. The reporting persons undertake to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 3. of this Form 4. This amendment is being filed in order to add a new footnote (1) and footnote (3) to clarify the prices reported in Column 4 are a weighted average price and the shares were sold in multiple transactions within the ranges noted. The information reported in the original Form 4, filed with the Securities & Exchange Commission on May 18, 2016 is otherwise correct in all respects. Exhibit 24 - Power of Attorney Canaan VII L.P., By: Canaan Partners VII LLC, its general partner, By: /s/ Jaime Slocum, Attorney-in-Fact 2016-05-20 Canaan Partners VII LLC, By: /s/ Jaime Slocum, Attorney-in-Fact 2016-05-20 EX-24 2 attachment1.htm EX-24 DOCUMENT

                                                                      EXHIBIT 24

                               POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned, and if such
undersigned is not a natural person, acting by and through one of its authorized
representatives, hereby constitutes and appoints each of Guy M. Russo and Jaime
Slocum as the undersigned's true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for the undersigned and in the
undersigned's place and stead, in any and all capacities (until revoked in
writing) to sign any and all instruments, certificates and documents required to
be executed on behalf of the undersigned as an individual (if applicable) or in
the undersigned's capacity as a general partner or authorized signatory, as the
case may be, on behalf of any of Canaan Equity II L.P., Canaan Equity II
Entrepreneurs LLC, Canaan Equity II L.P (QP), Canaan Equity Partners II LLC,
Canaan Equity III L.P., Canaan Equity III Entrepreneurs LLC, Canaan Equity
Partners III LLC, Canaan VII L.P., Canaan Partners VII LLC, Canaan VIII L.P.,
Canaan Partners VIII LLC, Canaan IX L.P. and Canaan Partners IX LLC, in each
case pursuant to the Securities Act of 1933, as amended, (the "Securities Act"),
or the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and any
and all regulations promulgated thereunder (including filings pursuant to
Section 16 (Forms 3, 4 and 5) and Section 13 (Schedule 13D and Schedule 13G) of
the Exchange Act) and to file the same, with all exhibits thereto, and any other
documents in connection therewith, with the Securities and Exchange Commission,
and with any other entity when and if such is mandated by the Securities Act,
the Exchange Act or by the Financial Industry Regulatory Authority, granting
unto said attorney-in-fact and agent full power and authority to do and perform
each and every act and thing requisite and necessary fully to all intents and
purposes as the undersigned might or could do in person thereby, and ratifying
and confirming all that said attorney-in-fact and agent, or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue hereof,
or may have done in connection with the matters described above.

     Each of the undersigned may execute this power of attorney in separate
counterparts, and each counterpart shall be deemed to be an original instrument.
This agreement shall be effective as to each of the undersigned as of the date
signed by that signatory.


IN WITNESS WHEREOF, this Power of Attorney has been signed as of the respective
dates set forth below.


Dated: 07/25/2012             Canaan VII L.P.


                              By: /s/ Guy M. Russo
                                  ----------------
                              Name: Guy M. Russo
                              Title: Member/Manager


Dated: 07/25/2012             Canaan Partners VII LLC


                              By: /s/ Guy M. Russo
                                  ----------------
                              Name: Guy M. Russo
                              Title: Member/Manager