Sec Form 4 Filing - CROSS ATLANTIC CAPITAL PARTNERS II INC @ Rubicon Technology, Inc. - 2014-03-24

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
CROSS ATLANTIC CAPITAL PARTNERS II INC
2. Issuer Name and Ticker or Trading Symbol
Rubicon Technology, Inc. [ RBCN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
FIVE RADNOR CORPORATE CENTER, SUITE 555, 100 MATSONFORD ROAD
3. Date of Earliest Transaction (MM/DD/YY)
03/24/2014
(Street)
RADNOR, PA19087
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 03/24/2014 S 2,500,000 ( 1 ) ( 2 ) D $ 12.42 2,217,851 ( 1 ) ( 3 ) D
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CROSS ATLANTIC CAPITAL PARTNERS II INC
FIVE RADNOR CORPORATE CENTER, SUITE 555
100 MATSONFORD ROAD
RADNOR, PA19087
X
CROSS ATLANTIC TECHNOLOGY FUND II LP
FIVE RADNOR CORPORATE CENTER, SUITE 555
100 MATSONFORD ROAD
RADNOR, PA19087
X
XATF MANAGEMENT II LP
FIVE RADNOR CORPORATE CENTER, SUITE 555
100 MATSONFORD ROAD
RADNOR, PA19087
X
CO INVESTMENT 2000 FUND LP
FIVE RADNOR CORPORATE CENTER, SUITE 555
100 MATSONFORD ROAD
RADNOR, PA19087
X
Co-Invest Management LP
FIVE RADNOR CORPORATE CENTER, SUITE 555
100 MATSONFORD ROAD
RADNOR, PA19087
X
Co-Invest Capital Partners Inc
FIVE RADNOR CORPORATE CENTER, SUITE 555
100 MATSONFORD ROAD
RADNOR, PA19087
X
Signatures
/s/ Donald R. Caldwell 03/25/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Consists of shares held by Cross Atlantic Technology Fund II, L.P. and The Co-Investment 2000 Fund, L.P. Donald R. Caldwell, a director of the issuer, is a director, shareholder and officer of Cross Atlantic Capital Partners II, Inc., which is the general partner of XATF Management II, L.P., which is the general partner of Cross Atlantic Technology Fund II, L.P. Donald R. Caldwell is a shareholder, director and officer of Co-Invest Capital Partners, Inc., which is the general partner of Co-Invest Management, L.P., which is the general partner of The Co-Investment 2000 Fund, L.P.
( 2 )As part of the issuer's secondary offering, Cross Atlantic Technology Fund II, L.P. sold 1,182,500 shares of its common stock and The Co-Investment 2000 Fund L.P. sold 1,317,500 shares of its common stock.
( 3 )After the sale of shares in the issuer's secondary offering, Cross Atlantic Technology Fund II, L.P. holds 1,047,698 shares of common stock and The Co-Investment 2000 Fund, L.P. holds 1,170,153 shares of common stock.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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