SC 13G/A 1 d389883dsc13ga.htm SC 13G/A SC 13G/A

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1

(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

(Amendment No. 1)

 

 

MOBILEIRON, INC.

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

60739U204

(CUSIP Number)

December 31, 2017

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

Rule 13d-1(b)

 

Rule 13d-1(c)

 

Rule 13d-1(d)

 

 

 

 

(Continued on following pages)


CUSIP No. 60739U204    Schedule 13G    Page 2 of 12

 

 

  1   

Name of reporting person

 

SEQUOIA CAPITAL XII, L.P. (“SC XII”)

  2  

Check the appropriate box if a member of a group

(a)  ☐        (b)  ☐

 

  3  

SEC use only

 

  4  

Citizenship or place of organization

 

DELAWARE

Number of

shares

beneficially

owned by

each

reporting

person

with

     

Sole voting power

 

0

   6   

Shared voting power

 

6,771,220

   7   

Sole dispositive power

 

0

   8   

Shared dispositive power

 

6,771,220

  9  

Aggregate amount beneficially owned by each reporting person

 

6,771,220

10  

Check box if the aggregate amount in Row (9) excludes certain shares

 

11  

Percent of class represented by amount in Row 9

 

7.0%1

12  

Type of reporting person

 

PN

 

 

1  Based on a total of 96,056,561 shares outstanding as of October 31, 2017, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2017.


CUSIP No. 60739U204    Schedule 13G    Page 3 of 12

 

 

  1   

Name of reporting person

 

SEQUOIA TECHNOLOGY PARTNERS XII, L.P. (“STP XII”)

  2  

Check the appropriate box if a member of a group

(a)  ☐        (b)  ☐

 

  3  

SEC use only

 

  4  

Citizenship or place of organization

 

DELAWARE

Number of

shares

beneficially

owned by

each

reporting

person

with

     

Sole voting power

 

0

   6   

Shared voting power

 

253,367

   7   

Sole dispositive power

 

0

   8   

Shared dispositive power

 

253,367

  9  

Aggregate amount beneficially owned by each reporting person

 

253,367

10  

Check box if the aggregate amount in Row (9) excludes certain shares

 

11  

Percent of class represented by amount in Row 9

 

0.3%1

12  

Type of reporting person

 

PN

 

 

1  Based on a total of 96,056,561 shares outstanding as of October 31, 2017, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2017.


CUSIP No. 60739U204    Schedule 13G    Page 4 of 12

 

 

  1   

Name of reporting person

 

SEQUOIA CAPITAL XII PRINCIPALS FUND, LLC (“SC XII PF”)

  2  

Check the appropriate box if a member of a group

(a)  ☐        (b)  ☐

 

  3  

SEC use only

 

  4  

Citizenship or place of organization

 

DELAWARE

Number of

shares

beneficially

owned by

each

reporting

person

with

     

Sole voting power

 

0

   6   

Shared voting power

 

723,688

   7   

Sole dispositive power

 

0

   8   

Shared dispositive power

 

723,688

  9  

Aggregate amount beneficially owned by each reporting person

 

723,688

10  

Check box if the aggregate amount in Row (9) excludes certain shares

 

11  

Percent of class represented by amount in Row 9

 

0.8%1

12  

Type of reporting person

 

OO

 

 

1  Based on a total of 96,056,561 shares outstanding as of October 31, 2017, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2017.


CUSIP No. 60739U204    Schedule 13G    Page 5 of 12

 

 

  1   

Name of reporting person

 

SC XII MANAGEMENT, LLC (“SC XII LLC”)

  2  

Check the appropriate box if a member of a group

(a)  ☐        (b)  ☐

 

  3  

SEC use only

 

  4  

Citizenship or place of organization

 

DELAWARE

Number of

shares

beneficially

owned by

each

reporting

person

with

     

Sole voting power

 

0

   6   

Shared voting power

 

7,748,275 shares, of which 6,771,220 shares are directly held by SC XII, 253,367 shares are directly held by STP XII and 723,688 shares are directly held by SC XII PF. SC XII LLC is the General Partner of each of SC XII and STP XII, and the Managing Member of SC XII PF.

   7   

Sole dispositive power

 

0

   8   

Shared voting power

 

7,748,275 shares, of which 6,771,220 shares are directly held by SC XII, 253,367 shares are directly held by STP XII and 723,688 shares are directly held by SC XII PF. SC XII LLC is the General Partner of each of SC XII and STP XII, and the Managing Member of SC XII PF.

  9  

Aggregate amount beneficially owned by each reporting person

 

7,748,275

10  

Check box if the aggregate amount in Row (9) excludes certain shares

 

11  

Percent of class represented by amount in Row 9

 

8.1%1

12  

Type of reporting person

 

OO

 

 

1  Based on a total of 96,056,561 shares outstanding as of October 31, 2017, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2017.


CUSIP No. 60739U204    Schedule 13G    Page 6 of 12

 

 

  1   

Name of reporting person

 

SEQUOIA CAPITAL U.S. GROWTH FUND IV, L.P. (“SCGF IV”)

  2  

Check the appropriate box if a member of a group

(a)  ☐        (b)  ☐

 

  3  

SEC use only

 

  4  

Citizenship or place of organization

 

CAYMAN ISLANDS

Number of

shares

beneficially

owned by

each

reporting

person

with

     

Sole voting power

 

0

   6   

Shared voting power

 

597,068

   7   

Sole dispositive power

 

0

   8   

Shared dispositive power

 

597,068

  9  

Aggregate amount beneficially owned by each reporting person

 

597,068

10  

Check box if the aggregate amount in Row (9) excludes certain shares

 

11  

Percent of class represented by amount in Row 9

 

0.6%1

12  

Type of reporting person

 

PN

 

 

1  Based on a total of 96,056,561 shares outstanding as of October 31, 2017, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2017.


CUSIP No. 60739U204    Schedule 13G    Page 7 of 12

 

 

  1   

Name of reporting person

 

SEQUOIA CAPITAL USGF PRINCIPALS FUND IV, L.P. (“SCGF IV PF”)

  2  

Check the appropriate box if a member of a group

(a)  ☐        (b)  ☐

 

  3  

SEC use only

 

  4  

Citizenship or place of organization

 

CAYMAN ISLANDS

Number of

shares

beneficially

owned by

each

reporting

person

with

     

Sole voting power

 

0

   6   

Shared voting power

 

26,304

   7   

Sole dispositive power

 

0

   8   

Shared dispositive power

 

26,304

  9  

Aggregate amount beneficially owned by each reporting person

 

26,304

10  

Check box if the aggregate amount in Row (9) excludes certain shares

 

11  

Percent of class represented by amount in Row 9

 

Less than 0.1%1

12  

Type of reporting person

 

PN

 

 

1  Based on a total of 96,056,561 shares outstanding as of October 31, 2017, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2017.


CUSIP No. 60739U204    Schedule 13G    Page 8 of 11

 

 

  1   

Name of reporting person

 

SCGF IV MANAGEMENT, L.P. (“SCGF IV MGMT”)

  2  

Check the appropriate box if a member of a group

(a)  ☐        (b)  ☐

 

  3  

SEC use only

 

  4  

Citizenship or place of organization

 

CAYMAN ISLANDS

Number of

shares

beneficially

owned by

each

reporting

person

with

     

Sole voting power

 

0

   6   

Shared voting power

 

623,372 shares, of which 597,068 shares are directly held by SCGF IV and 26,304 shares are directly held by SCGF IV PF. SCGF IV MGMT is the General Partner of each of SCGF IV and SCGF IV PF.

   7   

Sole dispositive power

 

0

   8   

Shared dispositive power

 

623,372 shares, of which 597,068 shares are directly held by SCGF IV and 26,304 shares are directly held by SCGF IV PF. SCGF IV MGMT is the General Partner of each of SCGF IV and SCGF IV PF.

  9  

Aggregate amount beneficially owned by each reporting person

 

623,372

10  

Check box if the aggregate amount in Row (9) excludes certain shares

 

11  

Percent of class represented by amount in Row 9

 

0.6%1

12  

Type of reporting person

 

PN

 

 

1  Based on a total of 96,056,561 shares outstanding as of October 31, 2017, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2017.


CUSIP No. 60739U204    Schedule 13G    Page 9 of 12

 

 

  1   

Name of reporting person

 

SC US (TTGP), LTD. (“US TTGP”)

  2  

Check the appropriate box if a member of a group

(a)  ☐        (b)  ☐

 

  3  

SEC use only

 

  4  

Citizenship or place of organization

 

CAYMAN ISLANDS

Number of

shares

beneficially

owned by

each

reporting

person

with

     

Sole voting power

 

0

   6   

Shared voting power

 

623,372 shares, of which 597,068 shares are directly held by SCGF IV and 26,304 shares are directly held by SCGF IV PF. US TTGP is the General Partner of SCGF IV MGMT, which is the general partner of SCGF IV and SCGF IV PF.

   7   

Sole dispositive power

 

0

   8   

Shared dispositive power

 

623,372 shares, of which 597,068 shares are directly held by SCGF IV and 26,304 shares are directly held by SCGF IV PF. US TTGP is the General Partner of SCGF IV MGMT, which is the general partner of SCGF IV and SCGF IV PF.

  9  

Aggregate amount beneficially owned by each reporting person

 

623,372

10  

Check box if the aggregate amount in Row (9) excludes certain shares

 

11  

Percent of class represented by amount in Row 9

 

0.6%1

12  

Type of reporting person

 

OO

 

 

1  Based on a total of 96,056,561 shares outstanding as of October 31, 2017, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 3, 2017.


CUSIP No. 60739U204    Schedule 13G    Page 10 of 12

 

ITEM 1.

 

  (a) Name of Issuer: MobileIron,Inc.

 

  (b) Address of Issuer’s Principal Executive Offices:

415 East Middlefield Road

Mountain View, CA 94043

ITEM 2.

 

(a) Name of Persons Filing:

Sequoia Capital XII, L.P.

Sequoia Technology Partners XII, L.P.

Sequoia Capital XII Principals Fund, LLC

SC XII Management, LLC

Sequoia Capital U.S. Growth Fund IV, L.P.

Sequoia Capital USGF Principals Fund IV, L.P.

SCGF IV Management, L.P.

SC US (TTGP), Ltd.

SC XII LLC is the General Partner of each of SC XII and STP XII, and the Managing Member of SC XII PF. SCGF IV MGMT is the General Partner of each of SCGF IV and SCGF IV PF. US TTGP is the General Partner of SCGF IV MGMT.

 

(b) Address of Principal Business Office or, if none, Residence:

2800 Sand Hill Road, Suite 101

Menlo Park, CA 94025

 

(c) Citizenship:

SC XII LLC, SC XII, STP XII, SC XII PF: Delaware

SCGF IV MGMT, SCGF IV, SCGF IV PF, US TTGP: Cayman Islands

 

(d) Title of Class of Securities: Common Stock

 

(e) CUSIP Number: 60739U204

 

ITEM 3. If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:

NOT APPLICABLE

 

ITEM 4. Ownership

SEE ROWS 5 THROUGH 11 OF COVER PAGES

 

ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following. ☐

 

ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

NOT APPLICABLE

 

ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY OR CONTROL PERSON

NOT APPLICABLE


CUSIP No. 60739U204    Schedule 13G    Page 11 of 12

 

 

ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

NOT APPLICABLE

 

ITEM 9. NOTICE OF DISSOLUTION OF GROUP

NOT APPLICABLE

 

ITEM 10. CERTIFICATION

NOT APPLICABLE


CUSIP No. 60739U204    Schedule 13G    Page 12 of 12

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: February 14, 2018

 

Sequoia Capital XII, L.P.
Sequoia Technology Partners XII, L.P.
        By:   SC XII Management, LLC
  General Partner of each
        By:  

/s/ Douglas Leone

        Douglas Leone, Managing Member
Sequoia Capital XII Principals Fund, LLC
        By:   SC XII Management, LLC
  its Managing Member
        By:  

/s/ Douglas Leone

        Douglas Leone, Managing Member
SC XII Management, LLC
        By:  

/s/ Douglas Leone

        Douglas Leone, Managing Member
Sequoia Capital U.S. Growth Fund IV, L.P.
Sequoia Capital USGF Principals Fund IV, L.P.
        By:   SCGF IV Management, L.P.
        General Partner of each
        By:   SC US (TTGP), Ltd.
        its General Partner
        By:  

/s/ Douglas Leone

        Douglas Leone, Managing Director
SCGF IV Management, L.P.
        By:   SC US (TTGP), Ltd.
        its General Partner
        By:  

/s/ Douglas Leone

        Douglas Leone, Managing Director
SC US (TTGP), Ltd.
        By:  

/s/ Douglas Leone

        Douglas Leone, Managing Director