SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
AV PARTNERS VI LP

(Last) (First) (Middle)
AUSTIN VENTURES, 300 WEST 6TH STREET
SUITE 2300

(Street)
AUSTIN TX 78701

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Convio, Inc. [ CNVO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/04/2010
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Series P Common Stock 05/04/2010 J(1) 1,058,923(1) D $0 0 I By Austin Ventures, VI, L.P.(2)
Common Stock 05/04/2010 J(1) 1,058,923(1) A $0 1,058,923 I By Austin Ventures VI, L.P.(2)
Common Stock 05/04/2010 C 816,212(4) A $0 1,875,135 I By Austin Ventures VI, L.P.(2)
Common Stock 05/04/2010 C 54,692(5) A $0 1,929,827 I By Austin Ventures VI, L.P.(2)
Common Stock 05/04/2010 S 559,650 D $8.37 1,370,177 I By Austin Ventures VI, L.P.(2)
Series P Common Stock 05/04/2010 J(1) 29,781(1) D $0 0 I By Austin Ventures VI Affiliates Fund, L.P.(3)
Common Stock 05/04/2010 J(1) 29,781(1) A $0 29,781 I By Austin Ventures VI Affiliates Fund, L.P.(3)
Common Stock 05/04/2010 C 22,955(4) A $0 52,736 I By Austin Ventures VI Affiliates Fund, L.P.(3)
Common Stock 05/04/2010 C 1,537(5) A $0 54,273 I By Austin Ventures VI Affiliates Fund, L.P.(3)
Common Stock 05/04/2010 S 15,739 D $8.37 38,534 I By Austin Ventures VI Affiliates Fund, L.P.(3)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series A Preferred Stock $0 05/04/2010 C 816,212 (6) (7) Common Stock 816,212(4) $0 0 I By Austin Ventures VI, L.P.(2)
Series C Preferred Stock $0 05/04/2010 C 54,692 (6) (7) Common Stock 54,692(5) $0 0 I By Austin Ventures VI, L.P.(2)
Series A Preferred Stock $0 05/04/2010 C 22,955 (6) (7) Common Stock 22,955(4) $0 0 I By Austin Ventures VI Affiliates Fund, L.P.(3)
Series C Preferred Stock $0 05/04/2010 C 1,537 (6) (7) Common Stock 1,537(5) $0 0 I By Austin Ventures VI Affiliates Fund, L.P.(3)
1. Name and Address of Reporting Person*
AV PARTNERS VI LP

(Last) (First) (Middle)
AUSTIN VENTURES, 300 WEST 6TH STREET
SUITE 2300

(Street)
AUSTIN TX 78701

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
AUSTIN VENTURES VI L P

(Last) (First) (Middle)
AUSTIN VENTURES, 300 WEST 6TH STREET
SUITE 2300

(Street)
AUSTIN TX 78701

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
AUSTIN VENTURES VI AFFILIATES FUND LP

(Last) (First) (Middle)
AUSTIN VENTURES, 300 WEST 6TH STREET
SUITE 2300

(Street)
AUSTIN TX 78701

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ARAGONA JOSEPH C

(Last) (First) (Middle)
AUSTIN VENTURES, 300 WEST 6TH STREET
SUITE 2300

(Street)
AUSTIN TX 78701

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
DEANGELIS KENNETH P

(Last) (First) (Middle)
AUSTIN VENTURES, 300 WEST 6TH STREET
SUITE 2300

(Street)
AUSTIN TX 78701

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
GARVEY JEFFERY C

(Last) (First) (Middle)
AUSTIN VENTURES, 300 WEST 6TH STREET
SUITE 2300

(Street)
AUSTIN TX 78701

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
THORNTON JOHN D

(Last) (First) (Middle)
AUSTIN VENTURES, 300 WEST 6TH STREET
SUITE 2300

(Street)
AUSTIN TX 78701

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
WESNER BLAINE F

(Last) (First) (Middle)
AUSTIN VENTURES, 300 WEST 6TH STREET
SUITE 2300

(Street)
AUSTIN TX 78701

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Reflects the automatic conversion of Convio, Inc.'s Series P Common Stock into shares of Common Stock on a one-for-one basis, which occurred on 05/04/10 immediately prior to the closing of Convio, Inc.'s initial public offering.
2. Shares are held directly by Austin Ventures VI, L.P. ("AV VI"). AV Partners VI, L.P. ("AVP VI") is the general partner of AV VI and may be deemed to have sole voting and dispositive power over the shares held by AV VI. Joseph C. Aragona, Kenneth P. DeAngelis, Jeffery C. Garvey, John D. Thornton and Blaine F. Wesner are the general partners of AVP VI and may be deemed to share voting and dispositive power over the shares held by AV VI. Such persons and entities disclaim beneficial ownership of shares held by AV VI except to the extent of any pecuniary interest therein.
3. Shares are held directly by Austin Ventures VI Affiliates Fund, L.P. ("AV VI Affiliates"). AV Partners VI, L.P. ("AVP VI") is the general partner of AV VI Affiliates and may be deemed to have sole voting and dispositive power over the shares held by AV VI Affiliates. Joseph C. Aragona, Kenneth P. DeAngelis, Jeffery C. Garvey, John D. Thornton and Blaine F. Wesner are the general partners of AVP VI and may be deemed to share voting and dispositive power over the shares held by AV VI Affiliates. Such persons and entities disclaim beneficial ownership of shares held by AV VI Affiliates except to the extent of any pecuniary interest therein.
4. Reflects the automatic conversion of Convio, Inc.'s Series A Preferred Stock into shares of Common Stock on a one-for-one basis, which occurred on 05/04/10 immediately prior to the closing of Convio, Inc.'s initial public offering.
5. Reflects the automatic conversion of Convio, Inc.'s Series C Preferred Stock into shares of Common Stock on a one-for-one basis, which occurred on 05/04/10 immediately prior to the closing of Convio, Inc.'s initial public offering.
6. These shares were immediately exercisable.
7. These shares had no expiration date.
/s/ Kevin Kunz, by Power of Attorney 05/05/2010
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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