Root Jonathan D Form 4 INTERMOLECULAR / Management Group IX, L.L.C. Presidio ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Presidio Management Group IX, L.L.C.

(Last) (First) (Middle)

1460 EL CAMINO REAL, SUITE 100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INTERMOLECULAR INC [ IMI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/08/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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, $0.001 per share	11/08/2018		J(1)		4,280,779	D	(1)	0	I	Directly owned by USVP IX(2)
Common Stock, $0.001 per share	11/08/2018		J(1)		856,155	A	(1)	856,155	D
Common Stock, $0.001 per share	11/08/2018		J(1)		856,155	D	(1)	0	D
Common Stock, $0.001 per share	11/08/2018		J(1)		102,093	A	(1)	102,093	I	Directly owned by Steven Krausz(2)
Common Stock, $0.001 per share	11/12/2018		S		2,100	D	$0.9556(3)	99,993	I	Directly owned by Steven Krausz(2)
Common Stock, $0.001 per share	11/13/2018		S		2,400	D	$0.95	97,593	I	Directly owned by Steven Krausz(2)
Common Stock, $0.001 per share	11/08/2018		J(1)		69,609	A	(1)	69,609	I	Directly owned by David Liddle(2)
Common Stock, $0.001 per share	11/08/2018		J(1)		60,408	A	(1)	60,408	I	Directly owned by Paul Matteucci(2)
Common Stock, $0.001 per share	11/08/2018		J(1)		85,851	A	(1)	85,851	I	Directly owned by Jonathan Root(2)
Common Stock, $0.001 per share	11/08/2018		J(1)		60,336	A	(1)	60,336	I	Directly owned by Casey Tansey(2)
Common Stock, $0.001 per share	11/08/2018		J(1)		82,370	A	(1)	82,370	I	Directly owned by Philip Young(2)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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

1. Name and Address of Reporting Person^*

Presidio Management Group IX, L.L.C.

(Last) (First) (Middle)

1460 EL CAMINO REAL, SUITE 100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

U S Venture Partners IX L P

(Last) (First) (Middle)

1460 EL CAMINO REAL, SUITE 100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

KRAUSZ STEVEN M

(Last) (First) (Middle)

1460 EL CAMINO REAL, SUITE 100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

LIDDLE DAVID E

(Last) (First) (Middle)

1460 EL CAMINO REAL, SUITE 100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Matteucci Paul A

(Last) (First) (Middle)

1460 EL CAMINO REAL, SUITE 100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

ROOT JONATHAN D

(Last) (First) (Middle)

1460 EL CAMINO REAL, SUITE 100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Tansey Casey M

(Last) (First) (Middle)

1460 EL CAMINO REAL, SUITE 100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

YOUNG PHILIP M

(Last) (First) (Middle)

1460 EL CAMINO REAL, SUITE 100

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Explanation of Responses:

1. Represents a pro-rata, in-kind distribution by U.S. Venture Partners IX, L.P. ("USVP IX"), without additional consideration, to its partners.

2. This report is one of two reports each on a separate Form 4; however, these forms are related to the same transaction being filed by the reporting persons. The shares are held of record by USVP IX. Presidio Management Group IX, LLC ("PMG IX") is the general partner of USVP IX and may be deemed to have sole voting and dispositive power over the shares held by USVP IX. Irwin Federman, a director of the Issuer, and each of Steven M. Krausz, David E. Liddle, Paul A. Matteucci, Jonathan D. Root, Casey Tansey, and Philip M. Young, are managing members of PMG IX, and may be deemed to share voting and dispositive power over the shares held by USVP IX. Such persons and entities disclaim beneficial ownership of shares held by USVP IX, except to the extent of any proportionate pecuniary interest therein.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $.95 to $.96, inclusive for sales made on November 12, 2018. The reporting persons undertake to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.

Remarks:

	Dale Holladay - Attorney in Fact for each reporting person	11/13/2018
	** Signature of Reporting Person	Date
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).
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