Sec Form 13G Filing - KLEINER PERKINS CAUFIELD & BYERS X A LP filing for GENOMIC HEALTH INC (GHDX) - 2011-02-14

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Schedule 13G
(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) 
AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

(Amendment No. 1)*

 

 

Genomic Health, Inc.

(Name of Issuer)

 

 

Common Stock

(Title of Class of Securities)

 

 

37244C101

(CUSIP Number)

 

 

December 31, 2010

(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

o           Rule 13d-1(b)

o           Rule 13d-1(c)

x          Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

(Continued on following pages)

 

Page 1 of 8

Exhibit Index on Page 7

 


 

CUSIP # 37244C101

 

Page 2 of 8

 

 

 

1

NAME OF REPORTING PERSONS          Kleiner Perkins Caufield & Byers X-A, L.P. (“KPCB X-A”)

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                                                                                             &nbsp ;  (a)           o           (b)           x

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION
California

 

 

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH

5

SOLE VOTING POWER
809,740 shares, except that KPCB X Associates, LLC (“Associates”),  the general partner of KPCB X-A, may be deemed to have sole power to vote these shares.

 

 

 

6

SHARED VOTING POWER
See response to row 5.

7

SOLE DISPOSITIVE POWER
809,740 shares, except that Associates, the general partner of KPCB X-A, may be deemed to have sole power to dispose of these shares.

8

SHARED DISPOSITIVE POWER
See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON                          809,740

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                             o

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9                                                               2.8%

12

TYPE OF REPORTING PERSON                                                                                                                       PN

 


 

CUSIP # 37244C101

 

Page 3 of 8

 

 

 

1

NAME OF REPORTING PERSONS          Kleiner Perkins Caufield & Byers X-B, L.P. (“KPCB X-B”)

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                                                                                                 (a)           o           (b)           x

3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION
California

 

 

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH

5

SOLE VOTING POWER
22,838 shares, except that Associates, the general partner of KPCB X-B, may be deemed to have sole power to vote these shares.

 

 

 

6

SHARED VOTING POWER
See response to row 5.

7

SOLE DISPOSITIVE POWER
22,838 shares, except that Associates, the general partner of KPCB X-B, may be deemed to have sole power to dispose of these shares.

8

SHARED DISPOSITIVE POWER
See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON                          22,838

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                             o

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9                                                               0.1%

12

TYPE OF REPORTING PERSON                                                                                                                       PN

 


 

CUSIP # 37244C101

 

Page 4 of 8

 

 

 

1

NAME OF REPORTING PERSONS          KPCB X Associates, L.P.

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
                                                                                                                                                 (a)           o           (b)           x

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION
California

 

 

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING
PERSON
WITH

5

SOLE VOTING POWER
832,578 shares, of which 809,740 are directly owned by KPCB X-A and 22,838 are directly owned by KPCB X-B.  Associates, the general partner of KPCB X-A and KPCB X-B, may be deemed to have sole power to vote these shares.

 

 

6

SHARED VOTING POWER
See response to row 5.

7

SOLE DISPOSITIVE POWER
832,578 shares, of which 809,740 are directly owned by KPCB X-A and 22,838 are directly owned by KPCB X-B.  Associates, the general partner of KPCB X-A and KPCB X-B, may be deemed to have sole power to dispose of these shares.

8

SHARED DISPOSITIVE POWER
See response to row 7.

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON                          832,578

10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES                             o

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9                                                               2.9%

12

TYPE OF REPORTING PERSON                                                                                                                       PN

 


 

CUSIP # 37244C101

 

 

Page 5 of 8

 

 

This Amendment No. 1 amends the Statement on Schedule 13G previously filed by Kleiner Perkins Caufield & Byers X-A, L.P., a California limited partnership, Kleiner Perkins Caufield & Byers X-B, L.P., a California limited partnership, and KPCB X Associates, L.P., a California limited partnership. Only those items as to which there has been a change are included in this Amendment No. 1.

 

 

ITEM 4.                  OWNERSHIP

 

The following information with respect to the ownership of the ordinary shares of the Issuer by the persons filing this Statement is provided as of December 31, 2010:

 

(a)           Amount beneficially owned:

 

See Row 9 of cover page for each Reporting Person.

 

(b)           Percent of Class:

 

See Row 11 of cover page for each Reporting Person.

 

(c)           Number of shares as to which such person has:

 

 

(i)            Sole power to vote or to direct the vote:

 

See Row 5 of cover page for each Reporting Person.

 

(ii)           Shared power to vote or to direct the vote:

 

See Row 6 of cover page for each Reporting Person.

 

(iii)          Sole power to dispose or to direct the disposition of:

 

See Row 7 of cover page for each Reporting Person.

 

(iv)          Shared power to dispose or to direct the disposition of:

 

See Row 8 of cover page for each Reporting Person.

 

 

ITEM 5.                  OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following x.

 


 

CUSIP # 37244C101

 

 

Page 6 of 8

 

SIGNATURES

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date:  February 11, 2011

 

 

KLEINER PERKINS CAUFIELD & BYERS X-A, L.P.,
a California limited partnership

 

 

 

KLEINER PERKINS CAUFIELD & BYERS X-B, L.P.,
a California limited partnership

 

 

 

KPCB X ASSOCIATES, L.P., a California limited
partnership

 

 

 

 

 

 

 

By:

/s/ Ted Schlein

 

 

 

Ted Schlein

 


 

CUSIP # 37244C101

 

 

 

Page 7 of 8

 

 

EXHIBIT INDEX

 

 

 

 

Found on
Sequentially

Exhibit

 

Numbered Page

 

 

 

Exhibit A: Agreement of Joint Filing

 

8

 


 

CUSIP # 37244C101

 

 

Page 8 of 8

 

 

EXHIBIT A

 

 

Agreement of Joint Filing

 

The Reporting Persons hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock of the Issuer shall be filed on behalf of each of the Reporting Persons.  Note that copies of the applicable Agreement of Joint Filing are already on file with the appropriate agencies.