SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
UNDERTHE SECURITIES EXCHANGE ACTOF 1934
(Amendment No. 2) *
Meru Networks, Inc.
(Name of Issuer)
Common Stock, par value $0.0005 per share
Title of Class of Securities)
59047Q 10 3
(CUSIP Number)
December 31, 2013
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
¨ Rule 13d-1(b)
¨ Rule 13d-1(c)
x Rule 13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however,see theNotes).
13G
| CUSIP No. 59047Q 10 3 |
| 1. | Names of Reporting Persons
Tenaya Capital IV, LP | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see instructions)
(a) ¨
(b) x (1) | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
Delaware, United States of America | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
74,486 (2) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
74,486 (2) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
74,486 (2) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row 9
0.3% (3) | |||||
| 12. | Type of Reporting Person (see instructions)
PN | |||||
| (1) | This Amendment No. 2 to the statement on Schedule 13G is filed by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP, Tenaya Capital IV-C, LP, Tenaya Capital IV Annex GP, LLC, Tenaya Capital IV GP, LP, Tenaya Capital IV GP, LLC, Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul (collectively, the “Reporting Persons”). These Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | Consists of 74,486 shares of Common Stock issuable upon currently exercisable warrants held directly by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC is the sole general partner of Tenaya Capital IV, LP. As such, Tenaya Capital IV Annex GP, LLC possesses power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns no securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV Annex GP, LLC. As such, Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities of the Issuer directly. |
| (3) | This percentage is calculated based upon 22,653,000 shares of the Common Stock outstanding as of October 24, 2013 as set forth in the Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 1, 2013. |
13G
| CUSIP No. 59047Q 10 3 |
| 1. | Names of Reporting Persons
Tenaya Capital IV Annex GP, LLC | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see instructions)
(a) ¨
(b) x (1) | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
Delaware, United States of America | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
74,486 (2) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
74,486 (2) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
74,486 (2) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row 9
0.3% (3) | |||||
| 12. | Type of Reporting Person (see instructions)
OO | |||||
| (1) | This Amendment No. 2 to the statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | Consists of 74,486 shares of Common Stock issuable upon currently exercisable warrants held directly by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC is the sole general partner of Tenaya Capital IV, LP. As such, Tenaya Capital IV Annex GP, LLC possesses power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns no securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV Annex GP, LLC. As such, Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities of the Issuer directly. |
| (3) | This percentage is calculated based upon 22,653,000 shares of the Common Stock outstanding as of October 24, 2013 as set forth in the Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 1, 2013. |
13G
| CUSIP No. 59047Q 10 3 |
| 1. | Names of Reporting Persons
Tenaya Capital IV-P, LP | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see instructions)
(a) ¨
(b) x (1) | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
Delaware, United States of America | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
59,970 (2) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
59,970 (2) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
59,970 (2) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row 9
0.3% (3) | |||||
| 12. | Type of Reporting Person (see instructions)
PN | |||||
| (1) | This Amendment No. 2 to the statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | Consists of 59,970 shares of Common Stock issuable upon currently exercisable warrants held directly by Tenaya Capital IV-P, LP. Tenaya Capital IV GP, LLC is the sole general partner of Tenaya Capital IV GP, LP which serves as the sole general partner of Tenaya Capital IV-P, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP possess power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-P, LP. Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV GP, LLC. As such, Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-P, LP. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities of the Issuer directly. |
| (3) | This percentage is calculated based upon 22,653,000 shares of the Common Stock outstanding as of October 24, 2013 as set forth in the Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 1, 2013. |
13G
| CUSIP No. 59047Q 10 3 |
| 1. | Names of Reporting Persons
Tenaya Capital IV-C, LP | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see instructions)
(a) ¨
(b) x (1) | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
Delaware, United States of America | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
57,548 (2) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
57,548 (2) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
57,548 (2) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row 9
0.3% (3) | |||||
| 12. | Type of Reporting Person (see instructions)
PN | |||||
| (1) | This Amendment No. 2 to the statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | Consists of 57,548 shares of Common Stock issuable upon currently exercisable warrants held directly by Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC is the sole general partner of Tenaya Capital IV GP, LP which serves as the sole general partner of Tenaya Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP possess power to direct the voting and disposition of the shares owned by Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV GP, LLC. As such, Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting and disposition of the shares owned by Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-C, LP. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities of the Issuer directly. |
| (3) | This percentage is calculated based upon 22,653,000 shares of the Common Stock outstanding as of October 24, 2013 as set forth in the Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 1, 2013. |
13G
| CUSIP No. 59047Q 10 3 |
| 1. | Names of Reporting Persons
Tenaya Capital IV GP, LP | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see instructions)
(a) ¨
(b) x (1) | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
Delaware, United States of America | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
117,518 (2) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
117,518 (2) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
117,518 (2) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row 9
0.5% (3) | |||||
| 12. | Type of Reporting Person (see instructions)
PN | |||||
| (1) | This Amendment No. 2 to the statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | Consists of 59,970 shares of Common Stock issuable upon currently exercisable warrants held directly by Tenaya Capital IV-P, LP. and 57,548 shares of Common Stock issuable upon currently exercisable warrants held directly by Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC is the sole general partner of Tenaya Capital IV GP, LP which serves as the sole general partner of Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP possess power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV GP, LLC. As such, Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities of the Issuer directly. |
| (3) | This percentage is calculated based upon 22,653,000 shares of the Common Stock outstanding as of October 24, 2013 as set forth in the Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 1, 2013. |
13G
| CUSIP No. 59047Q 10 3 |
| 1. | Names of Reporting Persons
Tenaya Capital IV GP, LLC | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see instructions)
(a) ¨
(b) x (1) | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
Delaware, United States of America | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
117,518 (2) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
117,518 (2) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
117,518 (2) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions)
¨ | |||||
| 11. | Percent of Class Represented by Amount in Row 9
0.5% (3) | |||||
| 12. | Type of Reporting Person (see instructions)
OO | |||||
| (1) | This Amendment No. 2 to the statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | Consists of 59,970 shares of Common Stock issuable upon currently exercisable warrants held directly by Tenaya Capital IV-P, LP. and 57,548 shares of Common Stock issuable upon currently exercisable warrants held directly by Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC is the sole general partner of Tenaya Capital IV GP, LP which serves as the sole general partner of Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP possess power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV GP, LLC. As such, Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities of the Issuer directly. |
| (3) | This percentage is calculated based upon 22,653,000 shares of the Common Stock outstanding as of October 24, 2013 as set forth in the Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 1, 2013. |
13G
| CUSIP No. 59047Q 10 3 |
| 1. | Names of Reporting Persons
Thomas Banahan | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see instructions)
(a) ¨
(b) x (1) | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
United States of America | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
192,004 (2) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
192,004 (2) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
192,004 (2) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions)
x(3) | |||||
| 11. | Percent of Class Represented by Amount in Row 9
0.8% (4) | |||||
| 12. | Type of Reporting Person (see instructions)
IN | |||||
| (1) | This Amendment No. 2 to the statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | Consists of (i) 74,486 shares of Common Stock beneficially owned by Tenaya Capital IV, LP, (ii) 59,970 shares of Common Stock beneficially owned by Tenaya Capital IV-P, LP and (iii) 57,548 shares of Common Stock beneficially owned by Tenaya Capital IV-C, LP. Tenaya Capital IV Annex GP, LLC is the sole general partner of Tenaya Capital IV, LP. As such, Tenaya Capital IV Annex GP, LLC possesses power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns no securities of the Issuer directly. Tenaya Capital IV GP, LLC is the sole general partner of Tenaya Capital IV GP, LP which serves as the sole general partner of Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP possess power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV Annex GP, LLC and Tenaya Capital IV GP, LLC. As such, Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities of the Issuer directly. |
| (3) | The shares reported herein do not include 35,880 shares of Common Stock issuable upon currently exercisable warrants held by Lehman Brothers Venture Capital Partners II, L.P. (“LBVCP”). Tenaya Capital, LLC, an entity collectively controlled by Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul, provides sub-advisory services to the advisor of LBVCP, but does not have or share voting or dispositive authority over the shares held by LBVCP. The Reporting Persons expressly disclaim beneficial ownership of the shares held by LBVCP. |
| (4) | This percentage is calculated based upon 22,653,000 shares of the Common Stock outstanding as of October 24, 2013 as set forth in the Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 1, 2013. |
13G
| CUSIP No. 59047Q 10 3 |
| 1. | Names of Reporting Persons
Benjamin Boyer | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see instructions)
(a) ¨
(b) x (1) | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
United States of America | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
192,004 (2) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
192,004 (2) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
192,004 (2) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions)
x(3) | |||||
| 11. | Percent of Class Represented by Amount in Row 9
0.8% (4) | |||||
| 12. | Type of Reporting Person (see instructions)
IN | |||||
| (1) | This Amendment No. 2 to the statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | Consists of (i) 74,486 shares of Common Stock beneficially owned by Tenaya Capital IV, LP, (ii) 59,970 shares of Common Stock beneficially owned by Tenaya Capital IV-P, LP and (iii) 57,548 shares of Common Stock beneficially owned by Tenaya Capital IV-C, LP. Tenaya Capital IV Annex GP, LLC is the sole general partner of Tenaya Capital IV, LP. As such, Tenaya Capital IV Annex GP, LLC possesses power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns no securities of the Issuer directly. Tenaya Capital IV GP, LLC is the sole general partner of Tenaya Capital IV GP, LP which serves as the sole general partner of Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP possess power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV Annex GP, LLC and Tenaya Capital IV GP, LLC. As such, Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities of the Issuer directly. |
| (3) | The shares reported herein do not include 35,880 shares of Common Stock issuable upon currently exercisable warrants held by LBVCP. Tenaya Capital, LLC, an entity collectively controlled by Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul, provides sub-advisory services to the advisor of LBVCP, but does not have or share voting or dispositive authority over the shares held by LBVCP. The Reporting Persons expressly disclaim beneficial ownership of the shares held by LBVCP. |
| (4) | This percentage is calculated based upon 22,653,000 shares of the Common Stock outstanding as of October 24, 2013 as set forth in the Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 1, 2013. |
13G
| CUSIP No. 59047Q 10 3 |
| 1. | Names of Reporting Persons
Stewart Gollmer | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see instructions)
(a) ¨
(b) x (1) | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
United States of America | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
192,004 (2) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
192,004 (2) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
192,004 (2) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions)
x(3) | |||||
| 11. | Percent of Class Represented by Amount in Row 9
0.8% (4) | |||||
| 12. | Type of Reporting Person (see instructions)
IN | |||||
| (1) | This Amendment No. 2 to the statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | Consists of (i) 74,486 shares of Common Stock beneficially owned by Tenaya Capital IV, LP, (ii) 59,970 shares of Common Stock beneficially owned by Tenaya Capital IV-P, LP and (iii) 57,548 shares of Common Stock beneficially owned by Tenaya Capital IV-C, LP. Tenaya Capital IV Annex GP, LLC is the sole general partner of Tenaya Capital IV, LP. As such, Tenaya Capital IV Annex GP, LLC possesses power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns no securities of the Issuer directly. Tenaya Capital IV GP, LLC is the sole general partner of Tenaya Capital IV GP, LP which serves as the sole general partner of Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP possess power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV Annex GP, LLC and Tenaya Capital IV GP, LLC. As such, Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities of the Issuer directly. |
| (3) | The shares reported herein do not include 35,880 shares of Common Stock issuable upon currently exercisable warrants held by LBVCP. Tenaya Capital, LLC, an entity collectively controlled by Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul, provides sub-advisory services to the advisor of LBVCP, but does not have or share voting or dispositive authority over the shares held by LBVCP. The Reporting Persons expressly disclaim beneficial ownership of the shares held by LBVCP. |
| (4) | This percentage is calculated based upon 22,653,000 shares of the Common Stock outstanding as of October 24, 2013 as set forth in the Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 1, 2013. |
13G
| CUSIP No. 59047Q 10 3 |
| 1. | Names of Reporting Persons
Brian Melton | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see instructions)
(a) ¨
(b) x (1) | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
United States of America | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
192,004 (2) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
192,004 (2) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
192,004 (2) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions)
x(3) | |||||
| 11. | Percent of Class Represented by Amount in Row 9
0.8% (4) | |||||
| 12. | Type of Reporting Person (see instructions)
IN | |||||
| (1) | This Amendment No. 2 to the statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | Consists of (i) 74,486 shares of Common Stock beneficially owned by Tenaya Capital IV, LP, (ii) 59,970 shares of Common Stock beneficially owned by Tenaya Capital IV-P, LP and (iii) 57,548 shares of Common Stock beneficially owned by Tenaya Capital IV-C, LP. Tenaya Capital IV Annex GP, LLC is the sole general partner of Tenaya Capital IV, LP. As such, Tenaya Capital IV Annex GP, LLC possesses power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns no securities of the Issuer directly. Tenaya Capital IV GP, LLC is the sole general partner of Tenaya Capital IV GP, LP which serves as the sole general partner of Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP possess power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV Annex GP, LLC and Tenaya Capital IV GP, LLC. As such, Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities of the Issuer directly. |
| (3) | The shares reported herein do not include 35,880 shares of Common Stock issuable upon currently exercisable warrants held by LBVCP. Tenaya Capital, LLC, an entity collectively controlled by Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul, provides sub-advisory services to the advisor of LBVCP, but does not have or share voting or dispositive authority over the shares held by LBVCP. The Reporting Persons expressly disclaim beneficial ownership of the shares held by LBVCP. |
| (4) | This percentage is calculated based upon 22,653,000 shares of the Common Stock outstanding as of October 24, 2013 as set forth in the Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 1, 2013. |
13G
| CUSIP No. 59047Q 10 3 |
| 1. | Names of Reporting Persons
Brian Paul | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see instructions)
(a) ¨
(b) x (1) | |||||
| 3. | SEC USE ONLY
| |||||
| 4. | Citizenship or Place of Organization
United States of America | |||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
192,004 (2) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
192,004 (2) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
192,004 (2) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see instructions)
x (3) | |||||
| 11. | Percent of Class Represented by Amount in Row 9
0.8% (4) | |||||
| 12. | Type of Reporting Person (see instructions)
IN | |||||
| (1) | This Amendment No. 2 to the statement on Schedule 13G is filed by the Reporting Persons. These Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G. |
| (2) | Consists of (i) 74,486 shares of Common Stock beneficially owned by Tenaya Capital IV, LP, (ii) 59,970 shares of Common Stock beneficially owned by Tenaya Capital IV-P, LP and (iii) 57,548 shares of Common Stock beneficially owned by Tenaya Capital IV-C, LP. Tenaya Capital IV Annex GP, LLC is the sole general partner of Tenaya Capital IV, LP. As such, Tenaya Capital IV Annex GP, LLC possesses power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns no securities of the Issuer directly. Tenaya Capital IV GP, LLC is the sole general partner of Tenaya Capital IV GP, LP which serves as the sole general partner of Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP possess power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV Annex GP, LLC and Tenaya Capital IV GP, LLC. As such, Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities of the Issuer directly. |
| (3) | The shares reported herein do not include 35,880 shares of Common Stock issuable upon currently exercisable warrants held by LBVCP. Tenaya Capital, LLC, an entity collectively controlled by Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul, provides sub-advisory services to the advisor of LBVCP, but does not have or share voting or dispositive authority over the shares held by LBVCP. The Reporting Persons expressly disclaim beneficial ownership of the shares held by LBVCP. |
| (4) | This percentage is calculated based upon 22,653,000 shares of the Common Stock outstanding as of October 24, 2013 as set forth in the Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 1, 2013. |
Introductory Note: This Amendment No. 2 to the statement on Schedule 13G is filed on behalf of the Reporting Persons, in respect of shares of Common Stock, par value $0.0005 per share (“Common Stock”), of Meru Networks, Inc. (the “Issuer”).
| Item 1(a). | Name of Issuer: |
| Item 1(b). | Address of Issuer’s Principal Executive Officers: |
Meru Networks, Inc.
894 Ross Drive
Sunnyvale, California 94089
| Item 2(a). | Name of Person(s) Filing: |
Tenaya Capital IV, LP
Tenaya Capital IV Annex GP, LLC
Tenaya Capital IV-P, LP
Tenaya Capital IV-C, LP
Tenaya Capital IV GP, LP
Tenaya Capital IV GP, LLC
Thomas Banahan
Benjamin Boyer
Stewart Gollmer
Brian Melton
Brian Paul
| Item 2(b). | Address of Principal Business Office: |
Tenaya Capital
3280 Alpine Road
Portola Valley, California 94028
| Item 2(c). | Citizenship: |
| Tenaya Capital IV, LP | Delaware, United States of America | |
| Tenaya Capital IV Annex GP, LLC | Delaware, United States of America | |
| Tenaya Capital IV-P, LP | Delaware, United States of America | |
| Tenaya Capital IV-C, LP | Delaware, United States of America | |
| Tenaya Capital IV GP, LP | Delaware, United States of America | |
| Tenaya Capital IV GP, LLC | Delaware, United States of America | |
| Thomas Banahan | United States of America | |
| Benjamin Boyer | United States of America | |
| Stewart Gollmer | United States of America | |
| Brian Melton | United States of America | |
| Brian Paul | United States of America |
| Item 2(d). | Title of Class of Securities: |
Common Stock, par value $0.0005 per share.
| Item 2(e). | CUSIP Number: |
59047Q 10 3
| Item 3. | If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a: |
Not applicable.
| Item 4(a). | Amount Beneficially Owned: |
| Item 4(b). | Percent of Class: |
| Item 4(c). | Number of shares as to which such persons have: |
The following information with respect to the ownership of the Common Stock by the Reporting Persons filing This Amendment No. 2 to the statement on Schedule 13G is provided as of December 31, 2013:
Reporting Persons | Shares of Common Stock Held Directly (1) | Shares Underlying Exercisable Warrants Held Directly (1) | Shared Voting Power (1) | Shared Dispositive Power (1) | Beneficial Ownership (1) | Percentage of Class (1)(3) | ||||||||||||||||||
Tenaya Capital IV, LP | 0 | 74,486 | 74,486 | 74,486 | 74,486 | 0.3 | % | |||||||||||||||||
Tenaya Capital IV Annex GP, LLC (2) | 0 | 0 | 74,486 | 74,486 | 74,486 | 0.3 | % | |||||||||||||||||
Tenaya Capital IV-P, LP | 0 | 59,970 | 59,970 | 59,970 | 59,970 | 0.3 | % | |||||||||||||||||
Tenaya Capital IV-C, LP | 0 | 57,548 | 57,548 | 57,548 | 57,548 | 0.3 | % | |||||||||||||||||
Tenaya Capital IV GP, LP (2) | 0 | 0 | 117,518 | 117,518 | 117,518 | 0.5 | % | |||||||||||||||||
Tenaya Capital IV GP, LLC (2) | 0 | 0 | 117,518 | 117,518 | 117,518 | 0.5 | % | |||||||||||||||||
Thomas Banahan (2) | 0 | 0 | 192,004 | 192,004 | 192,004 | 0.8 | % | |||||||||||||||||
Benjamin Boyer (2) | 0 | 0 | 192,004 | 192,004 | 192,004 | 0.8 | % | |||||||||||||||||
Stewart Gollmer (2) | 0 | 0 | 192,004 | 192,004 | 192,004 | 0.8 | % | |||||||||||||||||
Brian Melton (2) | 0 | 0 | 192,004 | 192,004 | 192,004 | 0.8 | % | |||||||||||||||||
Brian Paul (2) | 0 | 0 | 192,004 | 192,004 | 192,004 | 0.8 | % | |||||||||||||||||
| (1) | Represents the number of shares of Common Stock beneficially owned by the Reporting Person as of December 31, 2013. The shares reported herein do not include 35,880 shares of Common Stock issuable upon currently exercisable warrants held by LBVCP. Tenaya Capital, LLC, an entity collectively controlled by Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul, provides sub-advisory services to the advisor of LBVCP, but does not have or share voting or dispositive authority over the shares held by LBVCP. The Reporting Persons expressly disclaim beneficial ownership of the shares held by LBVCP. |
| (2) | Tenaya Capital IV Annex GP, LLC is the sole general partner of Tenaya Capital IV, LP. As such, Tenaya Capital IV Annex GP, LLC possesses power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP. Tenaya Capital IV Annex GP, LLC owns no securities of the Issuer directly. Tenaya Capital IV GP, LLC is the sole general partner of Tenaya Capital IV GP, LP which serves as the sole general partner of Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. As such, Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP possess power to direct the voting and disposition of the shares owned by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Tenaya Capital IV GP, LLC and Tenaya Capital IV GP, LP own no securities of the Issuer directly. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul are Managing Members of Tenaya Capital IV Annex GP, LLC and Tenaya Capital IV GP, LLC. As such, Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul share power to direct the voting and disposition of the shares owned by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP and may be deemed to have indirect beneficial ownership of the shares held by Tenaya Capital IV, LP, Tenaya Capital IV-P, LP and Tenaya Capital IV-C, LP. Messrs. Thomas Banahan, Benjamin Boyer, Stewart Gollmer, Brian Melton and Brian Paul own no securities of the Issuer directly. |
| (3) | This percentage is calculated based upon 22,653,000 shares of the Common Stock outstanding as of October 24, 2013 as set forth in the Issuer’s most recent Form 10-Q, filed with the Securities and Exchange Commission on November 1, 2013. |
| Item 5. | Ownership of Five Percent or Less of a Class: |
If this statement is being filed to report the fact that as of the date hereof, the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following: x
| Item 6. | Ownership of More Than Five Percent on Behalf of Another Person: |
Not applicable.
| Item 7. | Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company: |
Not applicable.
| Item 8. | Identification and Classification of Members of the Group: |
Not applicable.
| Item 9. | Notice of Dissolution of Group: |
Not applicable.
| Item 10. | Certification: |
Not applicable.
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: February 1, 2014
| TENAYA CAPITAL IV, LP | ||
| By: | Tenaya Capital IV Annex GP, LLC | |
| Its: | General Partner | |
| By: | /s/ Dave Markland | |
| Dave Markland as Attorney-in-fact | ||
| TENAYA CAPITAL IV ANNEX GP, LLC | ||
| By: | /s/ Dave Markland | |
| Dave Markland as Attorney-in-fact | ||
| TENAYA CAPITAL IV-P, LP | ||
| By: | Tenaya Capital IV GP, LP | |
| Its: | General Partner | |
| By: | Tenaya Capital IV GP, LLC | |
| Its: | General Partner | |
| By: | /s/ Dave Markland | |
| Dave Markland as Attorney-in-fact | ||
| TENAYA CAPITAL IV-C, LP | ||
| By: | Tenaya Capital IV GP, LP | |
| Its: | General Partner | |
| By: | Tenaya Capital IV GP, LLC | |
| Its: | General Partner | |
| By: | /s/ Dave Markland | |
| Dave Markland as Attorney-in-fact | ||
| TENAYA CAPITAL IV GP, LP | ||
| By: | Tenaya Capital IV GP, LLC | |
| Its: | General Partner | |
| By: | /s/ Dave Markland | |
| Dave Markland as Attorney-in-fact | ||
| TENAYA CAPITAL IV GP, LLC | ||
| By: | /s/ Dave Markland | |
| Dave Markland as Attorney-in-fact | ||
| /s/ Dave Markland | ||
| Thomas Banahan by Dave Markland as Attorney-in-fact | ||
| /s/ Dave Markland | ||
| Benjamin Boyer by Dave Markland as Attorney-in-fact | ||
| /s/ Dave Markland | ||
| Stewart Gollmer by Dave Markland as Attorney-in-fact | ||
| /s/ Dave Markland | ||
| Brian Melton by Dave Markland as Attorney-in-fact | ||
| /s/ Dave Markland | ||
| Brian Paul by Dave Markland as Attorney-in-fact | ||
Exhibit(s):
| 99.1: | Joint Filing Statement |
