Spectrum Equity Investors V L P Form 4 LEAF / Equity Investors V L P Spectrum 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

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

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^*

Spectrum Equity Investors V L P

(Last) (First) (Middle)

ONE INTERNATIONAL PLACE, 35TH FLOOR

(Street)

BOSTON MA 02110

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LEAF GROUP LTD. [ LEAF ]

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)
10/05/2020

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	10/05/2020		S		497,500	D	$5.13	2,259,188	I	By Spectrum Equity Investors V, L.P.(1)
Common Stock	10/05/2020		S		2,500	D	$5.13	11,353	I	By Spectrum V Investment Managers' Fund, L.P.(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^*

Spectrum Equity Investors V L P

(Last) (First) (Middle)

ONE INTERNATIONAL PLACE, 35TH FLOOR

(Street)

BOSTON MA 02110

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Spectrum Equity Associates V LP

(Last) (First) (Middle)

ONE INTERNATIONAL PLACE, 35TH FLOOR

(Street)

BOSTON MA 02110

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

SEA V Management LLC

(Last) (First) (Middle)

ONE INTERNATIONAL PLACE, 35TH FLOOR

(Street)

BOSTON MA 02110

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Spectrum V Investment Managers Fund LP

(Last) (First) (Middle)

ONE INTERNATIONAL PLACE, 35TH FLOOR

(Street)

BOSTON MA 02110

(City) (State) (Zip)

Explanation of Responses:

1. The shares are directly held by Spectrum Equity Investors V, L.P. ("SEI V"), the general partner of which is Spectrum Equity Associates V, L.P., the general partner of which is SEA V Management, LLC ("SEA V Management"). Brion B. Applegate, Christopher T. Mitchell, and Victor E. Parker, Jr. (together, the "Managers") are the individual managing directors of SEA V Management Each of the Reporting Persons and the Managers disclaims beneficial ownership of these shares except to the extent of their pecuniary interest therein, if any.

2. The shares are directly held by Spectrum V Investment Managers' Fund, L.P. ("IMF V"), the general partner of which is SEA V Management. The Managers are the individual managing directors of SEA V Management. Each of the Reporting Persons and the Managers disclaims beneficial ownership of these shares except to the extent of their pecuniary interest therein, if any.

	/s/ Carolina Picazo - for Spectrum Equity Investors V, LP, By: SEA V Management, LLC, its general partner	10/09/2020
	/s/ Carolina Picazo - for Spectrum Equity Associates V, L.P., By: SEA V Management, LLC, its general partner	10/09/2020
	/s/ Carolina Picazo - for SEA V Management, LLC	10/09/2020
	/s/ Carolina Picazo - for Spectrum V Investment Managers' Fund L.P., By: SEA V Management, LLC, its general partner	10/09/2020
	** 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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.