Sec Form 4 Filing - HarbourVest International Private Equity Partners IV-Direct Fund L.P. @ FINJAN HOLDINGS, INC. - 2020-07-23

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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
HarbourVest International Private Equity Partners IV-Direct Fund L.P.
2. Issuer Name and Ticker or Trading Symbol
FINJAN HOLDINGS, INC. [ COIND]
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)
C/O HARBOURVEST PARTNERS LLC, ONE FINANCIAL CENTER, 44TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
07/23/2020
(Street)
BOSTON, MA02111
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 07/23/2020 U( 1 ) 4,303,435 D $ 1.55 0 D ( 2 )
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
HarbourVest International Private Equity Partners IV-Direct Fund L.P.
C/O HARBOURVEST PARTNERS LLC
ONE FINANCIAL CENTER, 44TH FLOOR
BOSTON, MA02111
X
HIPEP IV-Direct Associates LLC
C/O HARBOURVEST PARTNERS LLC
ONE FINANCIAL CENTER, 44TH FLOOR
BOSTON, MA02111
X
HARBOURVEST PARTNERS LLC
C/O HARBOURVEST PARTNERS LLC
ONE FINANCIAL CENTER, 44TH FLOOR
BOSTON, MA02111
X
Signatures
HARBOURVEST INTERNATIONAL PRIVATE EQUITY PARTNERS IV-DIRECT FUND L.P.: By: HIPEP IV-Direct Associates LLC, its General Partner; By: HarbourVest Partners LLC, its Managing Member; By: /s/ William R. Royer, Managing Director, Chief Compliance Officer 07/27/2020
Signature of Reporting Person Date
HIPEP IV-DIRECT ASSOCIATES LLC: By: HarbourVest Partners LLC, its Managing Member; By: /s/ William R. Royer, Managing Director, Chief Compliance Officer 07/27/2020
Signature of Reporting Person Date
HARBOURVEST PARTNERS LLC: By: /s/ William R. Royer, Managing Director, Chief Compliance Officer 07/27/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") by and among Finjan Holdings, Inc., CFIP Goldfish Holdings LLC and CFIP Goldfish Merger Sub Inc., on June 24, 2020, CFIP Goldfish Merger Sub Inc. made an offer (the "Offer") to purchase each outstanding share of the Finjan Holdings, Inc.'s common stock for $1.55 per share, in cash, without interest and subject to applicable withholding. The shares shown on this line were tendered in the Offer.
( 2 )These securities were owned solely by HarbourVest International Private Equity Partners IV-Direct Fund L.P. HarbourVest Partners LLC is the Managing Member of HIPEP IV-Direct Associates LLC which is the General Partner of HarbourVest International Private Equity Partners IV-Direct Fund L.P.Both HarbourVest Partners LLC and HIPEP IV-Direct Associates LLC may be deemed to have a beneficial interest in the shares held by Harbourvest International Private Equity Partners IV-Direct Fund L.P. and both disclaim beneficial ownership of such shares except to the extent of its pecuniary interest which is subject to indeterminable future events.

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