0001391289-14-000002.txt : 20140313
0001391289-14-000002.hdr.sgml : 20140313
20140313174030
ACCESSION NUMBER: 0001391289-14-000002
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140313
FILED AS OF DATE: 20140313
DATE AS OF CHANGE: 20140313
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CASTLIGHT HEALTH, INC.
CENTRAL INDEX KEY: 0001433714
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
BUSINESS ADDRESS:
STREET 1: 685 MARKET STREET
STREET 2: SUITE 300
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
BUSINESS PHONE: 415-671-4683
MAIL ADDRESS:
STREET 1: 685 MARKET STREET
STREET 2: SUITE 300
CITY: SAN FRANCISCO
STATE: CA
ZIP: 94105
FORMER COMPANY:
FORMER CONFORMED NAME: VENTANA HEALTH SERVICES, INC.
DATE OF NAME CHANGE: 20090831
FORMER COMPANY:
FORMER CONFORMED NAME: MARIA HEALTH INC
DATE OF NAME CHANGE: 20080429
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Venrock Partners Management V, LLC
CENTRAL INDEX KEY: 0001444117
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36330
FILM NUMBER: 14692058
BUSINESS ADDRESS:
STREET 1: 3340 HILLVIEW AVENUE
CITY: PALO ALTO
STATE: CA
ZIP: 94304
BUSINESS PHONE: 650-475-3734
MAIL ADDRESS:
STREET 1: 3340 HILLVIEW AVENUE
CITY: PALO ALTO
STATE: CA
ZIP: 94304
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Venrock Management V, LLC
CENTRAL INDEX KEY: 0001444116
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36330
FILM NUMBER: 14692059
BUSINESS ADDRESS:
STREET 1: 3340 HILLVIEW AVENUE
CITY: PALO ALTO
STATE: CA
ZIP: 94304
BUSINESS PHONE: 650-475-3734
MAIL ADDRESS:
STREET 1: 3340 HILLVIEW AVENUE
CITY: PALO ALTO
STATE: CA
ZIP: 94304
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: VEF Management V, LLC
CENTRAL INDEX KEY: 0001444112
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36330
FILM NUMBER: 14692060
BUSINESS ADDRESS:
STREET 1: 3340 HILLVIEW AVENUE
CITY: PALO ALTO
STATE: CA
ZIP: 94304
BUSINESS PHONE: 650-475-3734
MAIL ADDRESS:
STREET 1: 3340 HILLVIEW AVENUE
CITY: PALO ALTO
STATE: CA
ZIP: 94304
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Venrock Entrepreneurs Fund V, L.P.
CENTRAL INDEX KEY: 0001444114
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36330
FILM NUMBER: 14692061
BUSINESS ADDRESS:
STREET 1: 3340 HILLVIEW AVENUE
CITY: PALO ALTO
STATE: CA
ZIP: 94304
BUSINESS PHONE: 650-475-3734
MAIL ADDRESS:
STREET 1: 3340 HILLVIEW AVENUE
CITY: PALO ALTO
STATE: CA
ZIP: 94304
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: VENROCK PARTNERS V L P
CENTRAL INDEX KEY: 0001395760
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36330
FILM NUMBER: 14692062
BUSINESS ADDRESS:
STREET 1: 2494 SAN HILL RD SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650-561-9580
MAIL ADDRESS:
STREET 1: 2494 SAN HILL RD SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: VENROCK ASSOCIATES V LP
CENTRAL INDEX KEY: 0001391289
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36330
FILM NUMBER: 14692063
BUSINESS ADDRESS:
STREET 1: 2494 SAND HILL ROAD
STREET 2: SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 6505619580
MAIL ADDRESS:
STREET 1: 2494 SAND HILL ROAD
STREET 2: SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
3
1
edgar.xml
PRIMARY DOCUMENT
X0206
3
2014-03-13
0
0001433714
CASTLIGHT HEALTH, INC.
CSLT
0001391289
VENROCK ASSOCIATES V LP
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO
CA
94304
0
0
1
0
0001395760
VENROCK PARTNERS V L P
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO
CA
94304
0
0
1
0
0001444114
Venrock Entrepreneurs Fund V, L.P.
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO
CA
94304
0
0
1
0
0001444116
Venrock Management V, LLC
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO
CA
94304
0
0
1
0
0001444117
Venrock Partners Management V, LLC
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO
CA
94304
0
0
1
0
0001444112
VEF Management V, LLC
C/O VENROCK
3340 HILLVIEW AVENUE
PALO ALTO
CA
94304
0
0
1
0
Class A Common Stock
0
Class B Common Stock
186015
I
By Funds
Series A Convertible Preferred Stock
0
Class A Common Stock
3906730
I
By Funds
Series A-1 Convertible Preferred Stock
0
Class A Common Stock
6630686
I
By Funds
Series B Convertible Preferred Stock
0
Class A Common Stock
3617117
I
By Funds
Series C Convertible Preferred Stock
0
Class A Common Stock
924373
I
By Funds
Series D Convertible Preferred Stock
0
Class A Common Stock
303650
I
By Funds
Each share of Class A Common Stock is convertible, at any time at the option of the holder, into one (1) share of Class B Common Stock. In addition, pursuant to the Issuer's Restated Certificate of Incorporation (the "Post-Effective Certificate") that will be effective upon the consummation of the Issuer's initial public offering of its Class B Common Stock (the "IPO"), each share of Class A Common Stock will convert automatically into one (1) share of Class B Common Stock upon any transfer, whether or not for value, that occurs after the closing of the IPO to any transferee who is not a "Permitted Transferee", as defined in the Post-Effective Certificate. The shares of Class A Common Stock have no expiration date.
Pursuant to the Post-Effective Certificate, each share of the Issuer's Class A Common Stock will convert automatically into one (1) share of Class B Common Stock upon the earliest to occur of the following: (a) the first date on which the number of shares of Class A Common Stock then outstanding falls below twenty percent of the number of shares of Class A Common Stock outstanding as of the closing of the IPO, (b) the ten year anniversary of the closing of the IPO, or (c) a time and date approved in writing by holders of at least a majority of the then-outstanding shares of Class A Common Stock. The shares of Class A Common Stock and Class B Common Stock have no expiration date.
Venrock Associates V, L.P. ("VA5") holds an aggregate of 167,841 shares, Venrock Partners V, L.P. ("VP5") holds an aggregate of 14,230 shares and Venrock Entrepreneurs Fund V, L.P. ("VEF5") holds an aggregate of 3,944 shares. Venrock Management V, LLC, VEF Management V, LLC and Venrock Partners Management V, LLC (collectively, the "Venrock GP Entities") are the sole general partners of VA5, VEF5 and VP5 (collectively, the "Funds"), respectively, and have voting and investment power over the shares held by the Funds. Each of the Venrock GP Entities disclaims beneficial ownership of the shares held by the Funds, except to the extent of their respective indirect pecuniary interests therein.
Each share of Convertible Preferred Stock will be automatically converted into one (1) share of Class A Common Stock immediately prior to the consummation of the IPO, and has no expiration date.
VA5 holds an aggregate of 3,525,043 shares, VP5 holds an aggregate of 298,865 shares and VEF5 holds an aggregate of 82,822 shares. The Venrock GP Entities are the sole general partners of the Funds, and have voting and investment power over the shares held by the Funds. Each of the Venrock GP Entities disclaims beneficial ownership of the shares held by the Funds, except to the extent of their respective indirect pecuniary interests therein.
VA5 holds an aggregate of 5,982,868 shares, VP5 holds an aggregate of 507,247 shares and VEF5 holds an aggregate of 140,571 shares. The Venrock GP Entities are the sole general partners of the Funds, and have voting and investment power over the shares held by the Funds. Each of the Venrock GP Entities disclaims beneficial ownership of the shares held by the Funds, except to the extent of their respective indirect pecuniary interests therein.
VA5 holds an aggregate of 3,263,725 shares, VP5 holds an aggregate of 276,710 shares and VEF5 holds an aggregate of 76,682 shares. The Venrock GP Entities are the sole general partners of the Funds, and have voting and investment power over the shares held by the Funds. Each of the Venrock GP Entities disclaims beneficial ownership of the shares held by the Funds, except to the extent of their respective indirect pecuniary interests therein.
VA5 holds an aggregate of 834,062 shares, VP5 holds an aggregate of 70,714 shares and VEF5 holds an aggregate of 19,597 shares. The Venrock GP Entities are the sole general partners of the Funds, and have voting and investment power over the shares held by the Funds. Each of the Venrock GP Entities disclaims beneficial ownership of the shares held by the Funds, except to the extent of their respective indirect pecuniary interests therein.
VA5 holds an aggregate of 273,983 shares, VP5 holds an aggregate of 23,230 shares and VEF5 holds an aggregate of 6,437 shares. The Venrock GP Entities are the sole general partners of the Funds, and have voting and investment power over the shares held by the Funds. Each of the Venrock GP Entities disclaims beneficial ownership of the shares held by the Funds, except to the extent of their respective indirect pecuniary interests therein.
/s/ David L. Stepp, authorized signatory
2014-03-13