Statement of Changes in Beneficial Ownership (4)
20 Septiembre 2016 - 4:12PM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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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1. Name and Address of Reporting Person
*
Highland Management Partners VI, Inc.
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2. Issuer Name
and
Ticker or Trading Symbol
Imprivata Inc
[
IMPR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
C/O HIGHLAND CAPITAL PARTNERS, ONE BROADWAY, 16TH FLOOR
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3. Date of Earliest Transaction
(MM/DD/YYYY)
9/16/2016
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(Street)
CAMBRIDGE, MA 02142
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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9/16/2016
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D
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959723
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D
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(1)
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0
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I
(2)
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See Footnote
(2)
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Common Stock
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9/16/2016
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D
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1751129
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D
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(1)
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0
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I
(3)
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See Footnote
(3)
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Common Stock
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9/16/2016
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D
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86724
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D
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(1)
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0
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I
(4)
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See Footnote
(4)
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(
1)
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Disposed of pursuant to the Agreement and Plan of Merger between the Issuer, Project Brady Merger Sub, Inc. and Project Brady Holdings, LLC (the "Merger Agreement"),whereby, at the effective time of the merger contemplated therein (the "Effective Time"), all issued and outstanding shares of the Issuer's common stock were converted into the right to receive $19.25 per share in cash and, when so converted, automatically cancelled.
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(
2)
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The securities are held by Highland Capital Partners VI-B Limited Partnership ("HCP VI-B"). Highland Management Partners VI Limited Partnership. ("HMP VI LP") is the general partner of HCP VI-B. Highland Management Partners VI, Inc. ("HMP VI INC") is the general partner of HMP VI LP. Each of HMP VI INC and HMP VI LP disclaims beneficial ownership of all shares held by HCP VI-B except to the extent, if any, of such entity's pecuniary interest therein.
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(
3)
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The securities are held by Highland Capital Partners VI Limited Partnership ("HCP VI"). Highland Management Partners VI Limited Partnership. ("HMP VI LP") is the general partner of HCP VI. Highland Management Partners VI, Inc. ("HMP VI INC") is the general partner of HMP VI LP. Each of HMP VI INC and HMP VI LP disclaims beneficial ownership of all shares held by HCP VI except to the extent, if any, of such entity's pecuniary interest therein.
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(
4)
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The securities are held by Highland Entrepreneurs' Fund VI Limited Partnership ("HEF"). HEF VI Limited Partnership ("HMP VI LP") is the general partner of HEF. Highland Management Partners VI, Inc. ("HMP VI INC") is the general partner of HEF VI LP. Each of HMP VI INC and HEF VI LP disclaims beneficial ownership of all shares held by HEF except to the extent, if any, of such entity's pecuniary interest therein.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Highland Management Partners VI, Inc.
C/O HIGHLAND CAPITAL PARTNERS
ONE BROADWAY, 16TH FLOOR
CAMBRIDGE, MA 02142
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X
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HIGHLAND CAPITAL PARTNERS VI-B LP
C/O HIGHLAND CAPITAL PARTNERS
ONE BROADWAY, 16TH FLOOR
CAMBRIDGE, MA 02142
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X
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HIGHLAND MANAGEMENT PARTNERS VI L P
C/O HIGHLAND CAPITAL PARTNERS
ONE BROADWAY, 16TH FLOOR
CAMBRIDGE, MA 02142
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X
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HIGHLAND ENTREPRENEURS FUND VI LP
C/O HIGHLAND CAPITAL PARTNERS
ONE BROADWAY, 16TH FLOOR
CAMBRIDGE, MA 02142
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X
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HIGHLAND CAPITAL PARTNERS VI LP
C/O HIGHLAND CAPITAL PARTNERS
ONE BROADWAY, 16TH FLOOR
CAMBRIDGE, MA 02142
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X
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Signatures
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HIGHLAND MANAGEMENT PARTNERS VI, INC., /s/ Jessica Healey
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9/16/2016
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**
Signature of Reporting Person
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Date
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HIGHLAND MANAGEMENT PARTNERS VI
LIMITED PARTNERSHIP, BY: HIGHLAND MANAGEMENT
PARTNERS VI, INC., Its general partner,
/s/ Jessica Healey
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9/16/2016
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**
Signature of Reporting Person
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Date
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HIGHLAND CAPITAL PARTNERS VI LIMITED PARTNERSHIP, BY: HIGHLAND MANAGEMENT PARTNERS VI LIMITED PARTNERSHIP, Its general partner, By: HIGHLAND MANAGEMENT PARTNERS VI, INC., Its General Partner, /s/ Jessica Healey
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9/16/2016
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**
Signature of Reporting Person
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Date
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HIGHLAND CAPITAL PARTNERS VI-B LIMITED PARTNERSHIP, BY: HIGHLAND MANAGEMENT PARTNERS VI LIMITED PARTNERSHIP, Its general partner, By: HIGHLAND MANAGEMENT PARTNERS VI, INC., Its General Partner, /s/ Jessica Healey
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9/16/2016
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**
Signature of Reporting Person
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Date
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HIGHLAND ENTREPRENEURS' FUND VI LIMITED PARTNERSHIP, BY: HEF VI LIMITED PARTNERSHIP, Its general partner, By: HIGHLAND MANAGEMENT PARTNERS VI, INC., Its General Partner, /s/ Jessica Healey
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9/16/2016
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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