0001012975-13-000382.txt : 20130726 0001012975-13-000382.hdr.sgml : 20130726 20130726164319 ACCESSION NUMBER: 0001012975-13-000382 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130724 FILED AS OF DATE: 20130726 DATE AS OF CHANGE: 20130726 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RetailMeNot, Inc. CENTRAL INDEX KEY: 0001475274 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 260159761 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 301 CONGRESS AVENUE STREET 2: SUITE 700 CITY: AUSTIN STATE: TX ZIP: 78701 BUSINESS PHONE: 512.777.2970 MAIL ADDRESS: STREET 1: 301 CONGRESS AVENUE STREET 2: SUITE 700 CITY: AUSTIN STATE: TX ZIP: 78701 FORMER COMPANY: FORMER CONFORMED NAME: WhaleShark Media, Inc. DATE OF NAME CHANGE: 20111028 FORMER COMPANY: FORMER CONFORMED NAME: Whale Shark Media, Inc. DATE OF NAME CHANGE: 20091120 FORMER COMPANY: FORMER CONFORMED NAME: Smallponds, Inc. DATE OF NAME CHANGE: 20091026 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: J.P.Morgan Investment Management, Inc. CENTRAL INDEX KEY: 0001363391 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36005 FILM NUMBER: 13989978 BUSINESS ADDRESS: STREET 1: 522 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 614-213-5017 MAIL ADDRESS: STREET 1: 522 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10036 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2013-07-24 0001475274 RetailMeNot, Inc. SALE 0001363391 J.P.Morgan Investment Management, Inc. 270 PARK AVENUE NEW YORK NY 10017 0 0 1 0 Series 1 Common Stock 2013-07-24 4 C 0 152687 A 152687 I See footnote Series 1 Common Stock 2013-07-24 4 P 0 900000 21.00 A 1052687 I See footnote Series B-4 Preferred Stock 2013-07-24 4 C 0 152687 D Series 1 Common Stock 152687 0 I See footnote Series BB-3 Preferred Stock 2013-07-24 4 C 0 6031151 D Series 2 Common Stock 6031151 0 I See footnote Series 2 Common Stock 2013-07-24 4 C 0 6031151 A Series 1 Common Stock 6031151 6031151 I See footnote Series BB-3 Preferred Stock 2013-07-24 4 C 0 76343 D Series 2 Common Stock 76343 0 I See footnote Series 2 Common Stock 2013-07-24 4 C 0 76343 A Series 1 Common Stock 76343 76343 I See footnote Upon the consummation of the Issuer's initial public offering, all shares of Series B-4 preferred stock were converted on a one-for-one basis to shares of Series 1 common stock of the Issuer. Represents shares held by J.P. Morgan Secondary Private Equity Investors II L.P. ("SPEI"). Voting and dispositive power with respect to the shares held by SPEI reside with J.P. Morgan Investment Management Inc. ("JPMIM"), its investment advisor. JPMIM may be deemed to beneficially own an indirect pecuniary interest in the reported securities and disclaims beneficial ownership in the securities except to the extent ultimately realized. Represents shares held by client accounts that are advised by JPMIM. JPMIM may be deemed to beneficially own an indirect pecuniary interest in the reported securities and disclaims beneficial ownership in the securities except to the extent ultimately realized. Upon the consummation of the Issuer's initial public offering, all shares of Series BB-3 preferred stock were converted on a one-for-one basis to shares of Series 2 common stock of the Issuer. Represents shares held by J.P. Morgan Digital Growth Fund, L.P. ("DGF"). Voting and dispositive power with respect to the shares held by DGF reside with JPMIM, its investment advisor. JPMIM may be deemed to beneficially own an indirect pecuniary interest in the reported securities and disclaims beneficial ownership in the securities except to the extent ultimately realized. Represents shares held by 522 Fifth Avenue Fund, L.P. ("522 Fund"). 522 Fifth Avenue Corporation is the general partner of 522 Fund and a subsidiary of JPMIM. Voting and dispositive power with respect to the shares held by 522 Fund reside with JPMIM, its investment advisor. JPMIM may be deemed to beneficially own an indirect pecuniary interest in the reported securities and disclaims beneficial ownership in the securities except to the extent ultimately realized. /s/ Robert Cousin - Managing Director 2013-07-26