Sec Form 4 Filing - Agrawal Neeraj @ Bazaarvoice Inc - 2015-07-15

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
Agrawal Neeraj
2. Issuer Name and Ticker or Trading Symbol
Bazaarvoice Inc [ BV]
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)
C/O BATTERY VENTURES, ONE MARINA PARK DRIVE, SUITE 1100
3. Date of Earliest Transaction (MM/DD/YY)
07/15/2015
(Street)
BOSTON, MA02210
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 07/15/2015 S 908,575 D $ 5.75 0 ( 1 ) I By Battery Ventures VIII, L.P. ( 2 )
Common Stock 129,216 ( 1 ) 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
Agrawal Neeraj
C/O BATTERY VENTURES
ONE MARINA PARK DRIVE, SUITE 1100
BOSTON, MA02210
X
Signatures
/s/ Christopher Schiavo (acting as attorney-in-fact on behalf of Neeraj Agrawal) 07/17/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The number of shares reported as indirectly and directly held by the Reporting Person reflects the change in form of beneficial ownership of 40,036 shares previously reported by the Reporting Person as indirectly held through the Reporting Person's interest in Battery Ventures VIII, L.P. ("BV VIII"). Such shares were received by virtue of a pro-rata in-kind distribution of common stock of the Issuer by BV VIII without consideration to its partners, including Battery Partners VIII, LLC ("BP VIII"), the sole general partner of BV VIII, and the further pro-rata in-kind distribution of such shares by BP VIII to its members, including the Reporting Person.
( 2 )The reported securities were owned directly by BV VIII. The sole general partner of BV VIII is BP VIII. BP VIII's investment adviser is Battery Management Corp. (together with BP VIII, the "Battery Companies") The Reporting Person is a managing member and officer of the Battery Companies and may be deemed to share voting and dispostive power over the shares held by BV VIII. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

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