Diligent (DIL) Form 4 Diligent / Broadway Advisors, L.L.C. West 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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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^*

SPRING STREET PARTNERS LP

(Last) (First) (Middle)

488 MADISON AVENUE, 21ST FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Diligent Corp [ DIL.NZ ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2016

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	02/12/2016		J(1)		5,896,973	D	(1)	5,896,973(1)	D(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
Series A Preferred Stock	(3)	02/12/2016		J(1)			0(1)	(3)	(3)	Common Stock	20,000,000	(1)	20,000,000(1)	D(2)

1. Name and Address of Reporting Person^*

SPRING STREET PARTNERS LP

(Last) (First) (Middle)

488 MADISON AVENUE, 21ST FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

West Broadway Advisors, L.L.C.

(Last) (First) (Middle)

488 MADISON AVENUE, 21ST FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

Explanation of Responses:

1. On February 12, 2016 the Issuer entered into a Merger Agreement (the "Merger Agreement") among the Issuer and certain affiliates of Insight Venture Partners ("Insight"). In connection with the Merger Agreement, Spring Street Partners, L.P. ("Spring Street") and certain of its affiliates entered into a Voting Agreement dated as of February 12, 2016 (the "Voting Agreement") with an affiliate of Insight pursuant to which Spring Street and certain of its affiliates agreed to cause the shares of Common Stock and Series A Preferred Stock owned of record by Spring Street (the "Subject Shares") to be voted in favor of the transactions contemplated by the Merger Agreement, subject to the terms and conditions set forth therein.

2. West Broadway Advisors, L.L.C., as the sole general partner of Spring Street, may be deemed to have the shared power to vote or direct the vote and the shared power to dispose or direct the disposition of the Common Stock and Series A Preferred Stock owned of record by Spring Street. David J. Liptak, as the manager and sole member of West Broadway Advisors, L.L.C., may also be deemed to have the shared power to vote or direct the vote and the shared power to dispose or direct the disposition of the Subject Shares. Therefore, West Broadway Advisors, L.L.C. and David J. Liptak may be deemed to be the beneficial owners of the Subject Shares. West Broadway Advisors, L.L.C. and David J. Liptak each disclaim beneficial ownership of the Subject Shares except to the extent of their pecuniary interest therein.

3. The shares of Series A Preferred Stock are convertible at any time on a one-for-one basis into Common Stock, subject to certain anti-dilution adjustments, and have no expiration date.

Remarks:

This Form 4 is being filed jointly by (1) Spring Street Partners, L.P., a limited partnership organized under the Illinois Revised Uniform Limited Partnership Act of 1986 ("Spring Street") and (ii) West Broadway Advisors, L.L.C., a limited liability company formed under the Delaware Limited Liability Company Act (each individually, a "Reporting Person" or collectively, the "Reporting Persons"). The Reporting Person may be deemed to be a director of the Issuer by virtue of David J. Liptak serving as its representative on the Issuer's board of directors. David Liptak is the sole member and manager of West Broadway Advisors, L.L.C.

	/s/ Daniel T. Mongan, attorney-in-fact	02/18/2016
	/s/ Daniel T. Mongan, attorney-in-fact	02/18/2016
	** Signature of Reporting Person	Date
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