Sec Form 3 Filing - ADAMS STREET PARTNERS LLC @ ADESTO TECHNOLOGIES Corp - 2015-10-27

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
ADAMS STREET PARTNERS LLC
2. Issuer Name and Ticker or Trading Symbol
ADESTO TECHNOLOGIES Corp [ IOTS]
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)
ONE NORTH WACKER DRIVE, STE 2200
3. Date of Earliest Transaction (MM/DD/YY)
10/27/2015
(Street)
CHICAGO, IL60606
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
Series A Common Stock 5,208,333 I By Funds ( 1 ) ( 7 )
Series B Common Stock 4,734,849 I By Funds ( 2 ) ( 7 )
Series C Common Stock 1,688,103 I By Funds ( 3 ) ( 7 )
Series D Common Stock 1,166,510 I By Funds ( 4 ) ( 7 )
Series D-1 Common Stock 785,675 I By Funds ( 5 ) ( 7 )
Series E Common Stock 1,875,793 I By Funds ( 6 ) ( 7 )
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
ADAMS STREET PARTNERS LLC
ONE NORTH WACKER DRIVE
STE 2200
CHICAGO, IL60606
X
Signatures
/s/ Sara Robinson Dasse 10/28/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents 2,446,060 shares held by Adams Street 2006 Direct Fund, L.P. and 2,762,273 shares held by Adams Street 2007 Direct Fund, L.P.
( 2 )Represents 2,223,691 shares held by Adams Street 2006 Direct Fund, L.P. and 2,511,158 shares held by Adams Street 2007 Direct Fund, L.P.
( 3 )Represents 792,807 shares held by Adams Street 2006 Direct Fund, L.P. and 895,296 shares held by Adams Street 2007 Direct Fund, L.P.
( 4 )Represents 547,844 shares held by Adams Street 2006 Direct Fund, L.P. and 618,666 shares held by Adams Street 2007 Direct Fund, L.P.
( 5 )Represents 368,987 shares held by Adams Street 2006 Direct Fund, L.P. and 416,688 shares held by Adams Street 2007 Direct Fund, L.P.
( 6 )Represents 880,954 shares held by Adams Street 2006 Direct Fund, L.P. and 994,839 shares held by Adams Street 2007 Direct Fund, L.P.
( 7 )The shares owned by each of Adams Street 2006 Direct Fund, L.P. and Adams Street 2007 Direct Fund, L.P. may be deemed to be beneficially owned by Adams Street Partners, LLC, the managing member of the general partner of each of Adams Street 2006 Direct Fund, L.P. and Adams Street 2007 Direct Fund, L.P. David Brett, Jeffrey T. Diehl, Elisha P. Gould, Robin Murray, Sachin Tulyani, Craig D. Waslin, and David S. Welsh, each of whom is a partner of Adams Street Partners, LLC (or a subsidiary thereof), may be deemed to have shared voting and investment power over the shares. Adams Street Partners, LLC and David Brett, Jeffrey T. Diehl, Elisha P. Gould, Robin Murray, Sachin Tulyani, Craig D. Waslin, and David S. Welsh disclaim beneficial ownership of the shares except to the extent of their pecuniary interest therein.

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