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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
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*
RHO VENTURES IV QP LP

(Last) (First) (Middle)
152 WEST 57TH STREET, 23RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
IntraLinks Holdings, Inc. [ IL ]
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)
04/12/2011
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
Common Stock 04/12/2011 S 2,354,755(1) D $25.5 7,908,012(2) I See Footnote(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
1. Name and Address of Reporting Person*
RHO VENTURES IV QP LP

(Last) (First) (Middle)
152 WEST 57TH STREET, 23RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
RHO VENTURES IV LP

(Last) (First) (Middle)
152 WEST 57TH STREET, 23RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
RHO VENTURES IV GMBH & CO BETEILIGUNGS KG

(Last) (First) (Middle)
152 WEST 57TH STREET, 23RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
RHO MANAGEMENT TRUST I

(Last) (First) (Middle)
C/O RHO CAPITAL PARTNERS, INC.
152 WEST 57TH STREET, 23RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
RHO MANAGEMENT VENTURES IV LLC

(Last) (First) (Middle)
152 WEST 57TH STREET, 23RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
RHO CAPITAL PARTNERS VERWALTUNGS GMBH

(Last) (First) (Middle)
152 WEST 57TH STREET, 23RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
RHO CAPITAL PARTNERS INC

(Last) (First) (Middle)
152 WEST 57TH STREET, 23RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
LESCHLY MARK

(Last) (First) (Middle)
C/O RHO CAPITAL PARTNERS, INC.
152 WEST 57TH STREET, 23RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
1. Name and Address of Reporting Person*
RUCH JOSHUA

(Last) (First) (Middle)
152 WEST 57TH STREET, 23RD FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)
Explanation of Responses:
1. Consists of 173,821 shares sold by Rho Ventures IV, L.P. ("RV IV"), 426,464 shares sold by Rho Ventures IV GmbH & Co. Beteiligungs KG ("RV KG"), 409,218 shares sold by Rho Ventures IV (QP), L.P. ("RV QP"), and 1,345,252 shares sold by Rho Management Trust I ("RMT I").
2. Consists of 583,746 shares held by RV IV, 1,432,203 shares held by RV KG, 1,374,283 shares held by RV QP, and 4,517,780 shares held by RMT I.
3. Rho Management Ventures IV, L.L.C. ("RMV") is the general partner of RV IV and RV QP, Rho Capital Partners Verwaltungs GmbH ("RCP GmbH") is the general partner of RV KG, and Rho Capital Partners, Inc. ("RCP") is the investment advisor to RMT I. Each of RMV, RCP GmbH and RCP disclaims beneficial ownership of the reportable securities and this report shall not be deemed an admission that such filer is the beneficial owner of such securities, except to the extent of its pecuniary interest therein. Mark Leschly and Joshua Ruch are managing members of RMV, managing directors of RCP GmbH and managing partners of RCP. Each of Mark Leschly and Joshua Ruch disclaim beneficial ownership of the reportable securities and this report shall not be deemed an admission that any of them is the beneficial owner of such securities, except to the extent of his pecuniary interest therein.
/s/ Jeffrey I. Martin Attorney in Fact 04/12/2011
/s/ Jeff I. Martin Attorney-In-Fact 04/12/2011
/s/ Jeffrey Martin Attorney In-fact 04/12/2011
/ s/ Jeffrey I. Martin 04/12/2011
/s/ Jeff I. Martin Attorney-In-Fact 04/12/2011
/s/ Jeffrey I Martin Attorney in Fact 04/12/2011
/s/ Jeff I. Martin Attorney In-Fact 04/12/2011
/s/ Jeffrey Martin Attorney-in-Fact 04/12/2011
s/ Jeffrey I. Martin Attorney-In-Fact 04/12/2011
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.