13D Filing: Discovery Group I, LLC and Aerohive Networks Inc (HIVE)

Page 5 of 7 – SEC Filing

Discovery Group is the
investment manager of Discovery Equity Partners.   Discovery Group exercises ultimate voting and dispositive power of
the securities held by Discovery Equity Partners. As a consequence, Discovery Group may be deemed to share beneficial ownership
of all of the Common Shares owned by Discovery Equity Partners. Voting and disposition decisions at Discovery Group with respect
to the investment of such securities are made by a five-person investment committee (the “Committee”) which
makes such investment decisions by majority vote. No member of the Committee may act individually to vote or sell Common Shares
held by Discovery Equity Partners, nor does any such member have a veto right concerning the vote or sale of any such common stock.
Accordingly, no individual member of the Committee is deemed to beneficially own, and each individual member of the Committee expressly
disclaims beneficial ownership of, within the meaning of Rule 13d-3, any Common Shares held by Discovery Equity Partners solely
by virtue of the fact that he or she is a member of the Committee.

The transactions in Common Stock effected by the Reporting Persons
since those reported in the Schedule 13D filed by the Reporting Persons on May 22, 2017 are set out in Exhibit 1 hereto.

No person other than Discovery
Equity Partners
is known to any Reporting Person to have the right to receive or the power to direct the receipt of dividends
from, or the proceeds from the sale of, any of the shares of Common Stock reported herein.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6 of the Schedule 13D is hereby amended to read in its
entirety as follows:

There are no contracts,
arrangements, understandings or relationships (legal or otherwise) between or among any of the Reporting Persons and any other
person with respect to any securities of the Company other than the governing documents of Discovery Group and Discovery Equity
Partners,
the margin loan facilities referred to under Item 3 above, the Joint Filing Agreements of the Reporting Persons
with respect to the Schedule 13D that were included as exhibits thereto, the Joint Filing Agreement of the Reporting Persons with
respect to this Amendment No. 6 included as Exhibit 2 to this Amendment No. 6, and the Power of Attorney granted by Michael
R. Murphy with respect to reports under Section 13 of the Securities Exchange Act of 1934, as amended, which Power of Attorney
is included as Exhibit 3 to this Amendment No. 6.

Item 7. Material to Be Filed as Exhibits
Exhibit 1:               List of transactions effected by the Reporting Persons in the Company’s Common Stock since those reported in the Schedule 13D filed by the Reporting Persons on May 22, 2017.
Exhibit 2:                Joint Filing Agreement dated as of June 1, 2017, by and between Discovery Equity Partners and Discovery Group.
Exhibit 3:                Power of Attorney of Michael R. Murphy, dated as of April 28, 2008.

Follow Aerohive Networks Inc (NYSE:HIVE)