Sec Form 4 Filing - Lightspeed Venture Partners VII, L.P. @ MULESOFT, INC - 2018-05-01

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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
Lightspeed Venture Partners VII, L.P.
2. Issuer Name and Ticker or Trading Symbol
MULESOFT, INC [ MULE]
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)
2200 SAND HILL ROAD
3. Date of Earliest Transaction (MM/DD/YY)
05/01/2018
(Street)
MENLO PARK, CA94025
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
Class A Common Stock 05/01/2018 C( 1 ) 10,847,715 A 10,847,715 I By Lightspeed Venture Partners VII, L.P. ( 2 )
Class A Common Stock 05/01/2018 C( 1 ) 3,171,808 A 3,171,808 I By Lightspeed Venture Partners Select, L.P. ( 3 )
Class A Common Stock 05/01/2018 U( 4 ) 10,847,715 D 0 I By Lightspeed Venture Partners VII, L.P. ( 2 )
Class A Common Stock 05/01/2018 U( 4 ) 3,171,808 D 0 I By Lightspeed Venture Partners Select, L.P. ( 3 )
Class A Common Stock 05/01/2018 U( 4 ) 4,099 ( 5 ) D 0 I By Barry Eggers Revocable Trust dtd 6/4/2008 ( 6 )
Class A Common Stock 05/01/2018 U( 4 ) 170,647 ( 7 ) D 0 I By Peter Y. Nieh
Class A Common Stock 05/01/2018 U( 4 ) 164,330 ( 8 ) D 0 I By The Schaepe-Chiu Living Trust Dated 11/5/1997 ( 9 )
Class A Common Stock 05/01/2018 U( 4 ) 945 D 0 I By Nieh Investments LP - Fund 3 ( 10 )
Class A Common Stock 05/01/2018 U( 4 ) 567 D 0 I By Schaepe-Chiu Investments I LP - Fund 2 ( 11 )
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
Class B Common Stock ( 1 ) 05/01/2018 C( 1 ) 10,847,715 ( 1 ) ( 1 ) Class A Common Stock 10,847,715 ( 1 ) 0 I By Lightspeed Venture Partners VII, L.P. ( 2 )
Class B Common Stock ( 1 ) 05/01/2018 C( 1 ) 3,171,808 ( 1 ) ( 1 ) Class A Common Stock 3,171,808 ( 1 ) 0 I By Lightspeed Venture Partners Select, L.P. ( 3 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Lightspeed Venture Partners VII, L.P.
2200 SAND HILL ROAD
MENLO PARK, CA94025
X
Lightspeed General Partner VII, L.P.
2200 SAND HILL ROAD
MENLO PARK, CA94025
X
Lightspeed Ultimate General Partner VII, Ltd.
2200 SAND HILL ROAD
MENLO PARK, CA94025
X
Eggers Barry
2200 SAND HILL ROAD
MENLO PARK, CA94025
X
Nieh Peter
2200 SAND HILL ROAD
MENLO PARK, CA94025
X
SCHAEPE CHRISTOPHER J
2200 SAND HILL ROAD
MENLO PARK, CA94025
X
Signatures
LIGHTSPEED VENTURE PARTNERS VII, L.P. By: Lightspeed General Partner VII, L.P., its general partner By: Lightspeed Ultimate General Partner VII, Ltd., its general partner By: /s/ Ravi Mhatre 05/03/2018
Signature of Reporting Person Date
LIGHTSPEED GENERAL PARTNER VII, L.P. By: Lightspeed Ultimate General Partner VII, Ltd., its general partner By: /s/ Ravi Mhatre 05/03/2018
Signature of Reporting Person Date
LIGHTSPEED ULTIMATE GENERAL PARTNER VII, LTD. By: /s/ Ravi Mhatre 05/03/2018
Signature of Reporting Person Date
BARRY EGGERS By: /s/ Barry Eggers 05/03/2018
Signature of Reporting Person Date
PETER NIEH By: /s/ Peter Nieh 05/03/2018
Signature of Reporting Person Date
CHRISTOPHER J. SCHAEPE By: /s/ Christopher J. Schaepe 05/03/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Upon consummation of the tender offer (as described below), each share of tendered Class B common stock converted on a one-to-one basis into Class A common stock.
( 2 )The shares were held of record by Lightspeed Venture Partners VII, L.P. ("Lightspeed VII"). Lightspeed Ultimate General Partner VII, Ltd. is the sole general partner of Lightspeed General Partner VII, L.P., which is the sole general partner of Lightspeed VII. The individual directors of Lightspeed Ultimate General Partner VII, Ltd. are Christopher J. Schaepe, Barry Eggers, Ravi Mhatre and Peter Nieh. Messrs. Schaepe, Eggers, Mhatre, and Nieh disclaim beneficial ownership of the shares except to the extent of their respective pecuniary interests therein.
( 3 )The shares were held of record by Lightspeed Select. Lightspeed Ultimate General Partner Select, Ltd. is the sole general partner of Lightspeed General Partner Select, L.P. ("LGP Select"), which is the sole general partner of Lightspeed Venture Partners Select, L.P. ("Lightspeed Select"). The individual directors of Lightspeed Ultimate General Partner Select, Ltd. are Barry Eggers, Jeremy Liew, Ravi Mhatre, Peter Nieh and Christopher J. Schaepe. Messrs. Eggers, Liew, Mhatre, Nieh and Schaepe disclaim beneficial ownership of the shares except to the extent of their respective pecuniary interests therein.
( 4 )Pursuant to the Agreement and Plan of Merger, dated as of March 20, 2018 (the "Merger Agreement"), by and among salesforce.com, inc. ("Salesforce"), Malbec Acquisition Corp. and the Issuer, each share of Class A common stock was tendered in exchange for (i) $36.00 in cash and (ii) 0.0711 of a share of Salesforce common stock, together with cash in lieu of any fractional shares of Salesforce common stock.
( 5 )Subsequent to Barry Eggers' most recent Section 16 report, Barry Eggers Revocable Trust dtd 6/4/2008 gifted 2,260 shares of Class A common stock, which transaction was not required to be reported on a Form 4.
( 6 )The shares were held of record by Barry Eggers Revocable Trust dtd 6/4/2008, for which Barry Eggers serves as trustee.
( 7 )Subsequent to Peter Nieh's most recent Section 16 report, Peter Nieh gifted 1,390 shares of Class A common stock, which transactions were not required to be reported on a Form 4.
( 8 )Subsequent to Christopher J. Schaepe's most recent Section 16 report, The Schaepe-Chiu Living Trust Dated November 5, 1997 gifted 8,085 shares of Class A common stock, which transactions were not required to be reported on a Form 4.
( 9 )The shares were held of record by The Schaepe-Chiu Living Trust Dated November 5, 1997, for which Christopher J. Schaepe serves as co-trustee.
( 10 )The shares were held of record by Nieh Family Investments LP - Fund 3. Peter Nieh serves as co-trustee of the general partner of such entity.
( 11 )The shares were held of record by Schaepe-Chiu Investments I LP - Fund 2. Christopher J. Schaepe serves as co-trustee of the general partner of such entity. Mr. Mhatre is a director of the Issuer and files separate reports under Section 16 with respect to his beneficial ownership of Issuer securities held by the Lightspeed entities.

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