Bay Partners Xi Parallel Fund L P Form 4 MULESOFT / STUART G PHILLIPS 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^*

Bay Management Co XI LLC

(Last) (First) (Middle)

2180 SAND HILL ROAD, SUITE 345

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MULESOFT, INC [ MULE ]

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)
09/18/2017

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
Class A Common Stock	09/18/2017		J(1)		1,990,000	D	$0.00	3,036,747	I	See footnote(2)
Class A Common Stock	09/18/2017		J(3)		10,000	D	$0.00	21,660	I	See footnote(4)
Class A Common Stock	09/18/2017		J(1)(3)		62,359	A	$0.00	127,111	D(5)

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^*

Bay Management Co XI LLC

(Last) (First) (Middle)

2180 SAND HILL ROAD, SUITE 345

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Bay Partners XI L P

(Last) (First) (Middle)

2180 SAND HILL ROAD, SUITE 345

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

BAY PARTNERS XI PARALLEL FUND L P

(Last) (First) (Middle)

2180 SAND HILL ROAD, SUITE 345

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

PHILLIPS STUART G

(Last) (First) (Middle)

2180 SAND HILL ROAD, SUITE 345

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

Explanation of Responses:

1. Represents a pro-rata, in-kind distribution by Bay Partners XI, L.P. ("BP XI") without additional consideration, to its respective partners, members and assigns.

2. Shares are held by BP XI. Bay Management Company XI, LLC ("BMC XI"), the general partner of BP XI, has sole voting and dispositive power with respect to the shares held by BP XI. Stuart G. Phillips, the managing member of BMC XI, has sole voting and dispositive power with respect to the shares held by BP XI. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pecuniary interest in such securities).

3. Represents a pro-rata, in-kind distribution by Bay Partners XI Parallel Fund, L.P. ("Parallel XI") without additional consideration, to its respective partners, members and assigns.

4. Shares are held by Parallel XI. BMC XI, the general partner of Parallel XI, has sole voting and dispositive power with respect to the shares held by Parallel XI. Stuart G. Phillips, the managing member of BMC XI, has sole voting and dispositive power with respect to the shares held by Parallel XI. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pecuniary interest in such securities).

5. Shares are owned directly by Stuart G. Phillips.

Remarks:

	Bay Management Company XI, LLC /s/ Stuart G. Phillips, Managing Member	09/19/2017
	Bay Partners XI, L.P., by Bay Management Company XI, LLC, its general partner /s/ Stuart G. Phillips, Managing Member	09/19/2017
	Bay Partners XI Parallel Fund, L.P., by Bay Management Company XI, LLC, its general partner /s/ Stuart G. Phillips, Managing Member	09/19/2017
	/s/ Stuart G. Phillips	09/19/2017
	** Signature of Reporting Person	Date
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