Sec Form 4 Filing - ALLOY VENTURES 2002 LLC @ Restoration Robotics Inc - 2017-10-16

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
ALLOY VENTURES 2002 LLC
2. Issuer Name and Ticker or Trading Symbol
Restoration Robotics Inc [ HAIR]
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)
1415 HAMILTON AVE.
3. Date of Earliest Transaction (MM/DD/YY)
10/16/2017
(Street)
PALO ALTO, CA94301
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 10/16/2017 C 12,466 A 12,466 I See Footnote ( 2 )
Common Stock 10/16/2017 C 13,650 A 26,116 I See Footnote ( 2 )
Common Stock 10/16/2017 C 16,643 A 42,759 I See Footnote ( 2 )
Common Stock 10/16/2017 C 2,282 A $ 7 45,041 I See Footnote ( 2 )
Common Stock 10/16/2017 C 461,717 A 461,717 I See Footnote ( 3 )
Common Stock 10/16/2017 C 505,580 A 967,297 I See Footnote ( 3 )
Common Stock 10/16/2017 C 616,446 A 1,583,743 I See Footnote ( 3 )
Common Stock 10/16/2017 C 84,526 A $ 7 1,668,269 I See Footnote ( 3 )
Common Stock 10/16/2017 C 474,184 A 474,184 I See Footnote ( 4 )
Common Stock 10/16/2017 C 519,230 A 993,414 I See Footnote ( 4 )
Common Stock 10/16/2017 C 633,094 A 1,626,508 I See Footnote ( 4 )
Common Stock 10/16/2017 C 86,809 A $ 7 1,713,317 I See Footnote ( 4 )
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
Series A Preferred Stock ( 1 ) 10/16/2017 C 12,466 ( 1 ) ( 5 ) Common Stock 12,466 ( 1 ) 0 I See Footnote ( 2 )
Series A Preferred Stock ( 1 ) 10/16/2017 C 461,717 ( 1 ) ( 5 ) Common Stock 461,717 ( 1 ) 0 I See Footnote ( 3 )
Series A Preferred Stock ( 1 ) 10/16/2017 C 474,184 ( 1 ) ( 5 ) Common Stock 474,184 ( 1 ) 0 I See Footnote ( 4 )
Series B Preferred Stock ( 1 ) 10/16/2017 C 13,650 ( 1 ) ( 5 ) Common Stock 13,650 ( 1 ) 0 I See Footnote ( 2 )
Series B Preferred Stock ( 1 ) 10/16/2017 C 505,580 ( 1 ) ( 5 ) Common Stock 505,580 ( 1 ) 0 I See Footnote ( 3 )
Series B Preferred Stock ( 1 ) 10/16/2017 C 519,230 ( 1 ) ( 5 ) Common Stock 519,230 ( 1 ) 0 I See Footnote ( 4 )
Series C Preferred Stock ( 1 ) 10/16/2017 C 16,643 ( 1 ) ( 5 ) Common Stock 16,643 ( 1 ) 0 I See Footnote ( 2 )
Series C Preferred Stock ( 1 ) 10/16/2017 C 616,446 ( 1 ) ( 5 ) Common Stock 616,446 ( 1 ) 0 I See Footnote ( 3 )
Series C Preferred Stock ( 1 ) 10/16/2017 C 633,094 ( 1 ) ( 5 ) Common Stock 633,094 ( 1 ) 0 I See Footnote ( 4 )
Convertible Promissory Note $ 7 10/16/2017 C ( 6 ) ( 6 ) Common Stock 2,282 ( 6 ) 0 I See Footnote ( 2 )
Convertible Promissory Note $ 7 10/16/2017 C ( 6 ) ( 6 ) Common Stock 84,526 ( 6 ) 0 I See Footnote ( 3 )
Convertible Promissory Note $ 7 10/16/2017 C ( 6 ) ( 6 ) Common Stock 86,809 ( 6 ) 0 I See Footnote ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ALLOY VENTURES 2002 LLC
1415 HAMILTON AVE.
PALO ALTO, CA94301
X
KELLY DOUGLAS E
1415 HAMILTON AVE.
PALO ALTO, CA94301
X
Shoch John
1415 HAMILTON AVE.
PALO ALTO, CA94301
X
Di Bona Tony
1415 HAMILTON AVE.
PALO ALTO, CA94301
X
Rubin Daniel
1415 HAMILTON AVE.
PALO ALTO, CA94301
X
Hunkapiller Michael
1415 HAMILTON AVE.
PALO ALTO, CA94301
X
Hanafi Ammar
1415 HAMILTON AVE.
PALO ALTO, CA94301
X
Signatures
/s/ Tony Di Bona, managing member of Alloy Ventures 2002, LLC 10/16/2017
Signature of Reporting Person Date
/s/ Tony Di Bona, attorney-in-fact for Douglas E. Kelly 10/16/2017
Signature of Reporting Person Date
/s/ Tony Di Bona, attorney-in-fact for John F. Shoch 10/16/2017
Signature of Reporting Person Date
/s/ Tony Di Bona, attorney-in-fact for Michael W. Hunkapiller 10/16/2017
Signature of Reporting Person Date
/s/ Tony Di Bona, attorney-in-fact for Daniel I. Rubin 10/16/2017
Signature of Reporting Person Date
/s/ Tony Di Bona, attorney-in-fact for Ammar H. Hanafi 10/16/2017
Signature of Reporting Person Date
/s/ Tony Di Bona 10/16/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares of the Issuer's Preferred Stock automatically converted into shares of the Issuer's Common Stock, for no additional consideration, on a 1:1 basis immediately prior to the consummation of the Issuer's Initial Public Offering (the "IPO").
( 2 )See additional Form 4 filed by Alloy Ventures 2002, LLC ("Ventures 2002") for additional members of this joint filing. The securities are directly held by Alloy Partners 2002, L.P. ("Alloy Partners 2002"). Ventures 2002, as the sole general partner of Alloy Partners 2002, may be deemed to beneficially own the securities held by Alloy Partners 2002. Craig Taylor, Douglas Kelly, John Shoch, Tony DiBona and Daniel Rubin are managing directors of Ventures 2002, and as such may be deemed to beneficially own the securities held by Alloy Partners 2002. Each Reporting Person disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.
( 3 )See additional Form 4 filed by Ventures 2002 for additional members of this joint filing. The securities are directly held by Alloy Ventures 2002, L.P. ("Alloy Ventures 2002"). Ventures 2002, as the sole general partner of Alloy Ventures 2002, may be deemed to beneficially own the securities held by Alloy Ventures 2002. Craig Taylor, Douglas Kelly, John Shoch, Tony DiBona and Daniel Rubin are managing directors of Ventures 2002, and as such may be deemed to beneficially own the securities held by Alloy Ventures 2002. Each Reporting Person disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.
( 4 )See additional Form 4 filed by Ventures 2002 for additional members of this joint filing. The securities are directly held by Alloy Ventures 2005, L.P. ("Alloy Ventures 2005"). Alloy Ventures 2005, LLC ("Ventures 2005"), as the sole general partner of Alloy Ventures 2005, may be deemed to beneficially own the securities held by Alloy Ventures 2005. Craig Taylor, Douglas Kelly, John Shoch, Tony DiBona, Daniel Rubin, Michael Hunkapiller and Ammar H. Hanafi are managing directors of Ventures 2005, and as such may be deemed to beneficially own the securities held by Alloy Ventures 2005. Each Reporting Person disclaims beneficial ownership of such securities except to the extent of any pecuniary interest therein.
( 5 )The expiration date is not relevant to the conversion of these securities.
( 6 )The amount reported in column 5 is the principal amount of Reporting Person's Convertible Promissory Note (the "Note"). The outstanding principal and accrued interest of the Note automatically converted into shares of the Issuer's Common Stock at the price per share available to the public as set forth in the final prospectus related to the Issuer's IPO upon the closing of the IPO.

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