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1.
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Names of Reporting Persons
Timothy Draper Living Trust
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2.
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Check the Appropriate Box if a
Member of a Group (see Instructions)
(a)
¨
(b)
x
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3.
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SEC Use Only
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4.
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Citizenship or Place of
Organization
California
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Number of
Shares
Beneficially
Owned By
Each
Reporting
Person
With:
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5.
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Sole Voting Power
67,475 (See Items 2 and 4)
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6.
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Shared Voting Power
247,939* (See Items 2 and 4)
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7.
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Sole Dispositive Power
67,475 (See Items 2 and 4)
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8.
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Shared Dispositive Power
247,939* (See Items 2 and 4)
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
315,414* (See Items 2 and 4)
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10.
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Check if the Aggregate Amount in
Row (9) Excludes Certain Shares (see Instructions)
¨
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11.
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Percent of Class Represented by
Amount in Row (9)
1.27%
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12.
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Type of Reporting Person (see
Instructions)
IN
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Item 1
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(a)
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Name of Issuer:
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Epocrates, Inc.
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Item 1
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(b)
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Address of Issuers principal executive offices:
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1100 Park Place, Suite 300
San Mateo, CA 94403
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Item 2.
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This Schedule 13G is filed on behalf of (i) Draper Fisher Jurvetson Fund V, L.P., a California limited partnership, (ii) Draper Fisher Jurvetson Management Company V,
LLC, a California limited liability company, (iii) Draper Fisher Jurvetson Partners V, LLC, a California limited liability company, (iv) Timothy Draper Living Trust, a trust formed under the laws of the State of California (
Draper Living
Trust
), (v) The Timothy Cook Draper 2010 Annuity Trust, a trust formed under the laws of the State of California (the
Draper Trust
), (vi) John H. N. Fisher, a United States citizen (
Fisher
), (vii) John
H. N. Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated on 3/27/08, a trust formed under the laws of the State of California (the
Fisher Trust
), (viii) Stephen T. Jurvetson, a United States citizen
(
Jurvetson
), and (ix) JABE, LLC, a California limited liability company (
JABE
).
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Relationships
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(1) Draper Fisher Jurvetson Fund V, L.P. (
Fund V
), is a California limited partnership. Messrs. Draper, Fisher and
Jurvetson are the Managing Directors of Draper Fisher Jurvetson Management Company V, LLC, the general partner of Fund V. Messrs. Draper, Fisher and Jurvetson disclaim beneficial ownership except to the extent of their pecuniary interest
therein.
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(2) Draper Fisher Jurvetson Management Company V, LLC (
General Partner
). Messrs. Draper, Fisher and Jurvetson are
Managing Members of the General Partner, that directly holds shares and as such, they may be deemed to have voting and investment power with respect to such shares. Messrs. Draper, Fisher and Jurvetson disclaim beneficial ownership except to the
extent of their pecuniary interest therein.
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(3) Draper Fisher Jurvetson Partners V, LLC (
Partners Fund LLC
) is a side-by-side fund of Fund V. The managing members
of Partners Fund LLC are Messrs. Draper, Fisher and Jurvetson. Decisions with respect to Partners Fund LLC securities are made automatically in conjunction with decisions by Fund V. Messrs. Draper, Fisher and Jurvetson disclaim beneficial ownership
except to the extent of their pecuniary interest therein.
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(4) The Draper Living Trust is a trust formed under the laws of the State of California. Mr. Draper is the trustee of the Draper Living
Trust.
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(5) The Draper Trust is a trust formed under the laws of the State of California. Mr. Draper, is co-trustee of the Draper
Trust.
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(6) The Fisher Trust is a trust formed under the laws of the State of California. Mr. Fisher is co-trustee of the trust.
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(7) JABE is a California limited liability company. Mr. Draper is managing member of JABE and has voting and investment power with respect
to the shares held by JABE. Mr. Draper disclaims beneficial ownership except to the extent of his pecuniary interest therein.
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Item 2
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(a)
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Name of person filing:
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Draper Fisher Jurvetson Fund V, L.P.
Draper Fisher Jurvetson Management Company V, LLC
Draper Fisher Jurvetson Partners V,
LLC
Timothy Draper Living Trust
The
Timothy Cook Draper 2010 Annuity Trust
John H. N. Fisher
John H. N. Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended
and restated on
3/27/08
Stephen T. Jurvetson
JABE,
LLC
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Item 2
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(b)
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Address of principal business office or, if none, residence:
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2882 Sand Hill Road, Suite 150, Menlo Park, CA 94025
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Item 2
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(c)
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Citizenship:
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Item 2
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(d)
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Title of class of securities:
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Common Stock, par value $0.001 per share.
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The Issuer registered its Common Stock on its S-1 Registration Statement filed with the SEC on July 16, 2010. Each of the Reporting
Persons identified in Item 2(a) above beneficially owns Common Stock.
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Item 2
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(e)
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CUSIP No.:
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29429D103
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Item 3.
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If this statement is filed pursuant to § 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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¨
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Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78
o
);
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(b)
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¨
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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(c)
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¨
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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(d)
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¨
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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(e)
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¨
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An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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(f)
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¨
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An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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(g)
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¨
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A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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(h)
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¨
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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¨
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C.
80a-3);
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(j)
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¨
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A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
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(k)
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¨
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Group, in accordance with §240.13d-1(b)(1)(ii)(K).
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If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify type of institution:
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Item 4.
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Ownership.
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Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
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Draper Fisher Jurvetson Fund V, L.P.
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A.
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Amount Beneficially owned:
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0
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B.
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Percent of Class:
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0%
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C.
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Number of shares owned to which such person has:
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1.
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sole power to vote or to direct the vote:
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0
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2.
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shared power to vote or to direct the vote:
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0
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3.
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sole power to dispose or to direct the disposition of:
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0
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4.
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shared power to dispose or to direct the disposition of:
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0
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Draper Fisher Jurvetson Management Company V, LLC
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A.
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Amount Beneficially owned:
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0
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B.
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Percent of Class:
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0%
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C.
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Number of shares owned to which such person has:
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1.
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sole power to vote or to direct the vote:
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0
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2.
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shared power to vote or to direct the vote:
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0
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3.
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sole power to dispose or to direct the disposition of:
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0
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4.
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shared power to dispose or to direct the disposition of:
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0
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Draper Fisher Jurvetson Partners V, LLC
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A.
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Amount Beneficially owned:
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0
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B.
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Percent of Class:
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0%
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C.
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Number of shares owned to which such person has:
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1.
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sole power to vote or to direct the vote:
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0
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2.
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shared power to vote or to direct the vote:
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0
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3.
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sole power to dispose or to direct the disposition of:
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0
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4.
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shared power to dispose or to direct the disposition of:
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0
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Timothy Draper Living Trust
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A.
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Amount Beneficially owned:
|
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315,414
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B.
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Percent of Class:
|
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1.27%
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C.
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Number of shares owned to which such person has:
|
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1.
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sole power to vote or to direct the vote:
|
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67,475
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2.
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shared power to vote or to direct the vote:
|
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247,939
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3.
|
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sole power to dispose or to direct the disposition of:
|
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67,475
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4.
|
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shared power to dispose or to direct the disposition of:
|
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247,939
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The Timothy Cook Draper 2010 Annuity Trust
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A.
|
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Amount Beneficially owned:
|
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225,660
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B.
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Percent of Class:
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0.91%
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C.
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Number of shares owned to which such person has:
|
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1.
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sole power to vote or to direct the vote:
|
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0
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2.
|
|
shared power to vote or to direct the vote:
|
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225,660
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3.
|
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sole power to dispose or to direct the disposition of:
|
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0
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4.
|
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shared power to dispose or to direct the disposition of:
|
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|
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225,660
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John H. N. Fisher
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A.
|
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Amount Beneficially owned:
|
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0
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B.
|
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Percent of Class:
|
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0%
|
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C.
|
|
Number of shares owned to which such person has:
|
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1.
|
|
sole power to vote or to direct the vote:
|
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0
|
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2.
|
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shared power to vote or to direct the vote:
|
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0
|
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|
3.
|
|
sole power to dispose or to direct the disposition of:
|
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|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.
|
|
shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
John H. N. Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated
on 3/27/08
|
|
|
|
|
|
|
|
|
|
|
|
A.
|
|
Amount Beneficially owned:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
50,199
|
|
|
|
|
|
|
|
|
|
|
|
B.
|
|
Percent of Class:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.20%
|
|
|
|
|
|
|
|
|
|
|
|
C.
|
|
Number of shares owned to which such person has:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.
|
|
sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2.
|
|
shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
50,199
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3.
|
|
sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.
|
|
shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
50,199
|
|
|
|
|
|
|
|
|
|
|
Stephen T. Jurvetson
|
|
|
|
|
|
|
|
|
|
|
|
A.
|
|
Amount Beneficially owned:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
36,834
|
|
|
|
|
|
|
|
|
|
|
|
B.
|
|
Percent of Class:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.15%
|
|
|
|
|
|
|
|
|
|
|
|
C.
|
|
Number of shares owned to which such person has:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.
|
|
sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
36,834
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2.
|
|
shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3.
|
|
sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
36,834
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.
|
|
shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
JABE, LLC
|
|
|
|
|
|
|
|
|
|
|
|
A.
|
|
Amount Beneficially owned:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22,279
|
|
|
|
|
|
|
|
|
|
|
|
B.
|
|
Percent of Class:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.09%
|
|
|
|
|
|
|
|
|
|
|
|
C.
|
|
Number of shares owned to which such person has:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1.
|
|
sole power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22,279
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2.
|
|
shared power to vote or to direct the vote:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3.
|
|
sole power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22,279
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.
|
|
shared power to dispose or to direct the disposition of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0
|
|
|
|
|
|
|
|
Item 5.
|
|
Ownership of Five Percent or Less of a Class.
|
|
|
|
|
|
|
|
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial
owner of more than 5 percent of the class of securities, check the following
x
.
|
|
|
|
|
|
|
|
Fund V and Partners Fund LLC were wound down in 2012. Fund V was dissolved effective 12/31/2012 and shares of the Issuer were
distributed out to Fund V and Partners Funds respective limited partners and members. As of 12/31/2012 neither Fund V, the General Partner nor the Side Fund held any shares in the Issuer.
|
|
|
|
|
|
|
Item 6.
|
|
Ownership of More than Five Percent on Behalf of Another Person.
|
|
|
|
|
|
|
|
|
|
|
Not Applicable.
|
|
|
|
|
|
|
Item 7.
|
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
|
|
|
|
|
Not Applicable.
|
|
|
|
|
Item 8.
|
|
Identification and Classification of Members of the Group.
|
|
|
|
|
|
|
|
|
|
|
Not Applicable.
|
|
|
|
|
|
|
|
|
Item 9.
|
|
Notice of Dissolution of Group.
|
|
|
|
|
|
|
|
|
|
|
Not Applicable.
|
|
|
|
|
|
|
|
|
Item 10.
|
|
Certifications.
|
|
|
|
|
|
|
|
|
|
|
Not applicable.
|
|
|
|
|