Sec Form 4 Filing - Armony Izhar @ RPX Corp - 2012-11-09

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
Armony Izhar
2. Issuer Name and Ticker or Trading Symbol
RPX Corp [ RPXC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
ONE BROADWAY, 15TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
11/09/2012
(Street)
CAMBRIDGE, MA02142
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ 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 11/09/2012 S 7,650 ( 1 ) D $ 9.7045 6,280,845 ( 2 ) I ( 3 ) See Footnote 3
Common Stock 11/12/2012 S 70,351 ( 4 ) D $ 9.1333 6,280,845 ( 2 ) I ( 3 ) See Footnote 3
Common Stock 11/13/2012 S 361,212 ( 5 ) D $ 8.9 6,280,845 ( 2 ) I ( 3 ) See Footnote 3
Common Stock 2,528 ( 6 ) 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
Armony Izhar
ONE BROADWAY
15TH FLOOR
CAMBRIDGE, MA02142
X
Signatures
Sarah Reed as Attorney-in-Fact for Izhar Armony 11/14/2012
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The total includes 7,441 shares sold by Charles River Partnership XIII, LP ("CRP XIII") and 209 shares sold by Charles River Friends XIII-A, LP ("CRF XIII-A"). The reporting person disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein.
( 2 )The total includes 6,108,753 shares held by CRP XIII, 171,459 shares held by CRF XIII-A and 633 shares which were distributed to Armony Irrevocable Family Trust on February 15, 2012. The reporting person disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein.
( 3 )Charles River XIII GP, LP ("CR XIII GP LP") is the general partner of CRP XIII. Charles River XIII GP, LLC ("CR XIII GP LLC") is the general partner of both CRF XIII-A and CR XIII GP, LP. The reporting person is one of the managing members of CR XIII GP LLC and does not have sole voting or dispositive power with respect to the reported securities. Each of CR XIII GP LP, CR XIII GP LLC and the reporting person may be deemed to beneficially own the reported securities, but each disclaims beneficial ownership of such reported securities except to the extent of its or his pecuniary interest therein. The filing of this statement by any reporting person shall not be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, the beneficial owner of any equity securities covered by this statement.
( 4 )The total includes 68,430 shares sold by CRP XIII and 1,921 shares sold by CRF XIII-A. The reporting person disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein.
( 5 )The total includes 351,350 shares sold by CRP XIII and 9,862 shares sold by CRF XIII-A. The reporting person disclaims beneficial ownership of the shares except to the extent of his pecuniary interest therein.
( 6 )Represents shares previously held indirectly through CRP XIII which were distributed to the reporting person on February 15, 2012 and are now owned directly.

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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