Sec Form 4 Filing - Lightspeed Venture Partners VII, L.P. @ MULESOFT, INC - 2017-11-27

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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)
11/27/2017
(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 11/27/2017 C( 1 ) 1,700,000 A 1,700,000 I by Lightspeed Venture Partners VII, L.P. ( 2 ) ( 3 )
Class A Common Stock 11/27/2017 J( 4 ) 1,700,000 D 0 I By Lightspeed Venture Partners VII, L.P. ( 2 ) ( 3 )
Class A Common Stock 11/27/2017 J( 4 ) 395,670 A 395,670 I By Lightspeed General Partner VII, L.P. ( 2 ) ( 5 )
Class A Common Stock 11/27/2017 J( 6 ) 395,670 D 0 I By Lightspeed General Partner VII, L.P. ( 2 ) ( 5 )
Class A Common Stock 11/27/2017 J( 6 ) 57,839 A 57,839 I By Barry Eggers Revocable Trust dtd 6/4/2008 ( 7 )
Class A Common Stock 11/27/2017 J( 6 ) 57,839 A 57,839 I By Peter Y. Nieh
Class A Common Stock 11/27/2017 J( 6 ) 57,839 A 57,839 I By the Schaepe-Chiu Living Trust dated 11/5/97 ( 8 )
Class A Common Stock 11/27/2017 C( 1 ) 400,000 A 400,000 I By Lightspeed Venture Partners Select, L.P. ( 9 ) ( 10 )
Class A Common Stock 11/27/2017 J( 11 ) 400,000 D 0 I By Lightspeed Venture Partners Select, L.P. ( 9 ) ( 10 )
Class A Common Stock 11/27/2017 J( 11 ) 6,033 A 6,033 I By Lightspeed General Partner Select, L.P. ( 9 ) ( 12 )
Class A Common Stock 11/27/2017 J( 13 ) 6,033 D 0 I By Lightspeed General Partner Select, L.P. ( 9 ) ( 12 )
Class A Common Stock 11/27/2017 J( 13 ) 945 A 945 I By Eggers Investments LP - Fund 2 ( 14 )
Class A Common Stock 11/27/2017 J( 13 ) 945 A 945 I By Nieh Investments LP - Fund 3 ( 15 )
Class A Common Stock 11/27/2017 J( 13 ) 378 A 378 I By The Schaepe-Chiu Living Trust dated 11/5/97 ( 8 )
Class A Common Stock 11/27/2017 J( 13 ) 567 A 567 I By Schaepe-Chiu Investments I LP - Fund 2 ( 16 )
Class A Common Stock 11/27/2017 J( 13 ) 945 A 945 I By Jeremy Liew
Class A Common Stock 11/27/2017 J( 13 ) 945 A 945 I By John Vrionis
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 ) 11/27/2017 C( 1 ) 1,700,000 ( 1 ) ( 1 ) Class A Common Stock 1,700,000 ( 1 ) 14,047,715 I By Lightspeed Venture partners VII, L.P. ( 2 ) ( 3 )
Class B Common Stock ( 1 ) 11/27/2017 C( 1 ) 400,000 ( 1 ) ( 1 ) Class A Common Stock 400,000 ( 1 ) 3,171,808 I By Lightspeed Venture Partners Select, L.P. ( 9 ) ( 10 )
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 Ultimate General Partner Select, Ltd.
2200 SAND HILL ROAD
MENLO PARK, CA94025
X
Signatures
Lightspeed Venture Partners VII, L.P. /s/ Ravi Mhatre 11/29/2017
Signature of Reporting Person Date
Lightspeed Ultimate General Partner Select, Ltd. /s/ Ravi Mhatre 11/29/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents conversion of shares of the Issuer's Class B Common Stock into shares of the Issuer's Class A Common Stock on a 1-for-1 basis. The convertibility of the Class B Common Stock has no expiration date.
( 2 )Lightspeed Ultimate General Partner VII, Ltd. is the sole general partner of Lightspeed General Partner VII, L.P. ("LGP VII"), which is the sole general partner of Lightspeed Venture Partners VII, L.P. ("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 their beneficial ownership of the shares except to the extent of their pecuniary interest therein.
( 3 )The shares are held of record by Lightspeed VII.
( 4 )Represents in-kind distribution by Lightspeed VII without consideration to its partners (including LGP VII, the general partner of Lightspeed VII).
( 5 )The shares are held of record by LGP VII.
( 6 )Represents in-kind distribution by LGP VII without consideration to its partners (including Messrs. Schaepe, Eggers, Mhatre, and Nieh).
( 7 )The shares are held of record by Barry Eggers Revocable Trust dtd 6/4/2008, for which Barry Eggers serves as trustee.
( 8 )The shares are held of record by The Schaepe-Chiu Living Trust Dated November 5, 1997, for which Christopher J. Schaepe serves as co-trustee.
( 9 )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, Christopher J. Schaepe and John Vrionis. Messrs. Eggers, Liew, Mhatre, Nieh, Schaepe and Vrionis disclaim their beneficial ownership of the shares except to the extent of their pecuniary interest therein.
( 10 )The shares are held of record by Lightspeed Select.
( 11 )Represents in-kind distribution by Lightspeed Select without consideration to its partners (including LGP Select, the general partner of Lightspeed Select).
( 12 )The shares are held of record by LGP Select.
( 13 )Represents in-kind distribution by LGP Select without consideration to its partners (including Messrs. Schaepe, Eggers, Liew, Mhatre, Nieh and Vrionis).
( 14 )The shares are held of record by Eggers Investments LP-Fund 2. Barry Eggers serves as trustee of the general partner of such entity.
( 15 )The shares are held of record by Nieh Family Investments LP-Fund 3. Peter Nieh serves as co-trustee of the general partner of such entity.
( 16 )The shares are 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.

Remarks:
Filing 2 of 2Mr. Mhatre is a director of the Issuer and files a separate report on Form 4 with respect to his beneficial ownership of Issuer securities held by the Lightspeed entities.

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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