| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 03/16/2017 | 3. Issuer Name and Ticker or Trading Symbol MULESOFT, INC [ MULE ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Series A Preferred Stock | (1) | (1) | Common Stock(2) | 8,846,620 | (1) | D(3)(4) | |
| Series B Preferred Stock | (5) | (5) | Common Stock(2) | 3,207,752 | (5) | D(3)(4) | |
| Series C Preferred Stock | (6) | (6) | Common Stock(2) | 2,740,048 | (6) | D(3)(4) | |
| Series D Preferred Stock | (7) | (7) | Common Stock(2) | 1,478,388 | (7) | D(3)(4) | |
| Series E Preferred Stock | (8) | (8) | Common Stock(2) | 800,804 | (8) | D(3)(4) | |
| Series F Preferred Stock | (9) | (9) | Common Stock(2) | 765,227 | (9) | D(4)(10)(11) | |
| Series G Preferred Stock | (12) | (12) | Common Stock(2) | 8,906 | (12) | D(4)(11)(13) | |
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. The Series A Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series A Preferred Stock will be converted into shares of Common Stock. |
| 2. Each share of Common Stock shall be reclassified into one share of Class B Common Stock immediately prior to the completion of the Issuer's initial public offering of Class A Common Stock. |
| 3. The shares are held of record by Hummer Winblad Venture Partners V, L.P. ("HWVP V") for itself and as nominee for Hummer Winblad Venture Partners V-A, L.P. ("HWVP VA"). |
| 4. Hummer Winblad Equity Partners V, L.L.C. ("HW Equity V") is the general partner of HWVP V and HWVP VA. John Hummer, Mitchell Kertzman and Ann Winblad are the managing members of HW Equity V and share voting and dispositive power with respect to the shares held of record by HWVP V and HWVP VA. HW Equity V, Mr. Hummer, Mr. Kertzman and Ms. Winblad disclaim beneficial ownership of such shares except to the extent of their pecuniary interests therein. |
| 5. The Series B Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series B Preferred Stock will be converted into shares of Common Stock. |
| 6. The Series C Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series C Preferred Stock will be converted into shares of Common Stock. |
| 7. The Series D Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series D Preferred Stock will be converted into shares of Common Stock. |
| 8. The Series E Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series E Preferred Stock will be converted into shares of Common Stock. |
| 9. The Series F Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series F Preferred Stock will be converted into shares of Common Stock. |
| 10. Consists of 459,136 shares held of record by HWVP V for itself and as nominee for HWVP VA and 306,091 shares held of record by Hummer Winblad Venture Partners VI, L.P. ("HWVP VI"). |
| 11. Hummer Winblad Equity Partners VI, L.L.C. ("HW Equity VI") is the general partner of HWVP VI. John Hummer, Mitchell Kertzman and Ann Winblad are the managing members of HW Equity VI and share voting and dispositive power with respect to the shares held of record by HWVP VI. HW Equity VI, Mr. Hummer, Mr. Kertzman and Ms. Winblad disclaim beneficial ownership of such shares held by HWVP VI, except to the extent of their pecuniary interests therein. |
| 12. The Series G Preferred Stock is convertible into Common Stock on a 1:1 basis and has no expiration date. Immediately prior to the completion of the Issuer's initial public offering, all shares of Series G Preferred Stock will be converted into shares of Common Stock. |
| 13. Consists of 7,821 shares held of record by HWVP V for itself and as nominee for HWVP VA and 1,085 shares held of record by HWVP VI. |
| Remarks: |
| Exhibit 24 - Power of Attorney This Form 3 is one of two Form 3s filed on the date hereof in respect of these shares. The Reporting Person for the other Form 3 is Ann Winblad. |
| Hummer Winblad Venture Partners V, L.P., By: Hummer Winblad Equity Partners V, L.L.C., Its General Partner, By: /s/ Ingrid Chiavacci, Attorney-In-Fact | 03/16/2017 | |
| Hummer Winblad Equity Partners V, L.L.C, By: /s/ Ingrid Chiavacci, Attorney-In-Fact | 03/16/2017 | |
| Hummer Winblad Venture Partners VI, L.P., By: Hummer Winblad Equity Partners VI, L.L.C., Its General Partner, By: /s/ Ingrid Chiavacci, Attorney-In-Fact | 03/16/2017 | |
| Hummer Winblad Equity Partners VI, L.L.C., By: /s/ Ingrid Chiavacci, Attorney-In-Fact | 03/16/2017 | |
| Hummer Winblad Venture Partners V-A, L.P., By: Hummer Winblad Equity Partners V, L.L.C., Its General Partner, By: /s/ Ingrid Chiavacci, Attorney-In-Fact | 03/16/2017 | |
| John Hummer, By: /s/ Ingrid Chiavacci, Attorney-in-Fact | 03/16/2017 | |
| Mitchell Kertzman, By: /s/ Ingrid Chiavacci, Attorney-in-Fact | 03/16/2017 | |
| ** 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 5 (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. | ||
