With a copy to:
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HLM Venture Partners IV, L.P.
c/o HLM Venture Partners
116 Huntington Avenue
Boston, MA 02116
Attn: Michael Wong, CFO
617-266-0300
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Arent Fox LLP
Prudential Tower
Boston, MA 02199
Attn: Michael Andresino, Esq.
617-973-6100
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1
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NAMES OF REPORTING PERSONS
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HLM Venture Partners IV, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
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☐
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(b)
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☐
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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BK, OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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7
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SOLE VOTING POWER
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0 |
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8
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SHARED VOTING POWER
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615,385
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9
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SOLE DISPOSITIVE POWER
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0 |
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10
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SHARED DISPOSITIVE POWER
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615,385
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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615,385
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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5.14%
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14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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1
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NAMES OF REPORTING PERSONS
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HLM Venture Associates IV, LLC
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2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☐
|
||||
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|
||||
3
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SEC USE ONLY
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4
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SOURCE OF FUNDS (SEE INSTRUCTIONS)
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BK, OO
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|||
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||||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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☐
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||||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
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|
0
|
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|||
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|
||||
8
|
SHARED VOTING POWER
|
|
|
||
615,385
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
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||
0
|
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|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
615,385
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
615,385
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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|
|
||
5.14%
|
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|||
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|
||||
14
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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1
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NAMES OF REPORTING PERSONS
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Edward Cahill
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
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☐
|
||||
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||||
3
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SEC USE ONLY
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4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
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||
BK, OO
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|
|||
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|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
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|
☐
|
||
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||||
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
615,385
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
615,385
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
615,385
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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|
|
||
5.14%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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1
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NAMES OF REPORTING PERSONS
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Peter Grua
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||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
☐
|
||
(b)
|
☐
|
||||
|
|
||||
3
|
SEC USE ONLY
|
|
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||
|
|
|
|||
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|
||||
4
|
SOURCE OF FUNDS (SEE INSTRUCTIONS)
|
|
|
||
BK, OO
|
|
|
|||
|
|
||||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
|
|
☐
|
||
|
|
||||
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||||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
8
|
SHARED VOTING POWER
|
|
|
||
615,385
|
|
|
|||
|
|
||||
9
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
10
|
SHARED DISPOSITIVE POWER
|
|
|
||
615,385
|
|
|
|||
|
|
||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
615,385
|
|
|
|||
|
|
||||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
☐
|
||
|
|
||||
|
|
||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
||
5.14%
|
|
|
|||
|
|
||||
14
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
IN
|
|
|
|||
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Item 1. |
Security and Issuer.
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Item 2. |
Identity and Background.
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(i) |
HLM Venture Partners IV, L.P., a Delaware limited partnership that was organized and capitalized as a collective investment vehicle for its partners (“HLM IV”);
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(ii) |
HLM Venture Associates IV, LLC, a Delaware limited liability company that serves as the general partner of HLM IV (the “General Partner”);
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(iii) |
Edward Cahill, a Massachusetts resident and United States citizen, who serves as one of two Class A Members of the General Partner (“Mr. Cahill”); and
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(iv) |
Peter Grua, a Massachusetts resident and United States citizen, who serves as the other Class A Member of the General Partner (together with Mr. Cahill, the “Class A Members”).
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Item 3. |
Source and Amount of Funds or Other Consideration.
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Item 4. |
Purpose of Transaction.
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Item 5. |
Interest in Securities of the Issuer.
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Item 6. |
Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
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Item 7. |
Material to be Filed as Exhibits.
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Joint Filing Agreement – filed herewith.
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Exhibit 99.2
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Subscription Agreement – incorporated by reference to Exhibit 10.61 to Amendment No. 2 to the Registration Statement on Form S-4 (Reference No. 333-232181) filed with the Commission by CNAC on August 2, 2019.
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Exhibit 99.3
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Registration Rights Agreement – incorporated by reference to Exhibit 10.11 to the Current Report on Form 8-K filed with the Commission by the Issuer on September 5, 2019.
|
HLM VENTURE PARTNERS IV, L.P.
|
||
By:
|
HLM Venture Associates IV, LLC,
|
|
its General Partner
|
By:
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/s/ Edward Cahill
|
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Edward Cahill, Class A Member
|
||
HLM VENTURE ASSOCIATES IV, LLC
|
||
By:
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/s/ Edward Cahill
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Edward Cahill, Class A Member
|
||
s/ Edward Cahill
|
||
Edward Cahill
|
||
/s/ Peter Grua
|
||
Peter Grua
|
HLM VENTURE PARTNERS IV, L.P.
|
||
By:
|
HLM Venture Associates IV, LLC,
|
|
its General Partner
|
By:
|
/s/ Edward Cahill
|
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Edward Cahill, Class A Member
|
||
HLM VENTURE ASSOCIATES IV, LLC
|
||
By:
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/s/ Edward Cahill
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Edward Cahill, Class A Member
|
||
/s/ Edward Cahill
|
||
Edward Cahill
|
||
/s/ Peter Grua
|
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Peter Grua
|