Page 11 of 15 – SEC Filing (ii) The Offshore Master Fund beneficially owned 489,215 shares of Common Stock. The Offshore Feeder Fund, as the owner of a controlling interest in the Offshore Master Fund, may be deemed to have beneficially owned the shares of Common Stock beneficially owned by the Offshore Master Fund;
(iii) LCG Holdings, as the general partner of the Onshore Fund and the Offshore Master Fund may be deemed to have beneficially owned the 1,088,007 shares of Common Stock beneficially owned by the Onshore Fund and the Offshore Master Fund;
(iv) Luxor Capital Group, as the investment manager of the Funds, may be deemed to have beneficially owned the 1,088,007 shares of Common Stock beneficially owned by the Funds;
(v) Luxor Management, as the general partner of Luxor Capital Group, may be deemed to have beneficially owned the 1,088,007 shares of Common Stock beneficially owned by Luxor Capital Group; and
(vi) Mr. Leone, as the managing member of Luxor Management, may be deemed to have beneficially owned the 1,088,007 shares of Common Stock beneficially owned by Luxor Management.
(b) Percent of Class:
The aggregate percentage of Common Stock reported owned by each person named herein is based upon 19,732,441 shares of Common Stock outstanding as of July 26, 2016, which is the total number of shares of Common Stock outstanding as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 1, 2016. As of the close of business on October 11, 2016, (i) The Onshore Fund beneficially owned approximately 3.0% of the outstanding shares of Common Stock;
(ii) The Offshore Master Fund beneficially owned approximately 2.5% of the outstanding shares of Common Stock and the Offshore Feeder Fund may be deemed to have beneficially owned approximately 2.5% of the outstanding shares of Common Stock; and
(iii) Each of LCG Holdings, Luxor Capital Group, Luxor Management and Mr. Leone may be deemed to have beneficially owned approximately 5.5% of the outstanding shares of Common Stock.
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote of Common Stock: See Cover Pages Items 5-9. (ii) Shared power to vote or to direct the vote of Common Stock: See Cover Pages Items 5-9. (iii) Sole power to dispose or to direct the disposition of Common Stock: See Cover Pages Items 5-9. (iv) Shared power to dispose or to direct the disposition of Common Stock: See Cover Pages Items 5-9.
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 Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ]. Follow Mindbody Inc.
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| (ii) | The Offshore Master Fund beneficially owned 489,215 shares of Common Stock. The Offshore Feeder Fund, as the owner of a controlling interest in the Offshore Master Fund, may be deemed to have beneficially owned the shares of Common Stock beneficially owned by the Offshore Master Fund; |
| (iii) | LCG Holdings, as the general partner of the Onshore Fund and the Offshore Master Fund may be deemed to have beneficially owned the 1,088,007 shares of Common Stock beneficially owned by the Onshore Fund and the Offshore Master Fund; |
| (iv) | Luxor Capital Group, as the investment manager of the Funds, may be deemed to have beneficially owned the 1,088,007 shares of Common Stock beneficially owned by the Funds; |
| (v) | Luxor Management, as the general partner of Luxor Capital Group, may be deemed to have beneficially owned the 1,088,007 shares of Common Stock beneficially owned by Luxor Capital Group; and |
| (vi) | Mr. Leone, as the managing member of Luxor Management, may be deemed to have beneficially owned the 1,088,007 shares of Common Stock beneficially owned by Luxor Management. |
| (b) | Percent of Class: |
The aggregate percentage of Common Stock reported owned by each person named herein is based upon 19,732,441 shares of Common Stock outstanding as of July 26, 2016, which is the total number of shares of Common Stock outstanding as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 1, 2016. As of the close of business on October 11, 2016,
| (i) | The Onshore Fund beneficially owned approximately 3.0% of the outstanding shares of Common Stock; |
| (ii) | The Offshore Master Fund beneficially owned approximately 2.5% of the outstanding shares of Common Stock and the Offshore Feeder Fund may be deemed to have beneficially owned approximately 2.5% of the outstanding shares of Common Stock; and |
| (iii) | Each of LCG Holdings, Luxor Capital Group, Luxor Management and Mr. Leone may be deemed to have beneficially owned approximately 5.5% of the outstanding shares of Common Stock. |
| (c) | Number of shares as to which such person has: |
| (i) | Sole power to vote or to direct the vote of Common Stock: |
| See Cover Pages Items 5-9. | |
| (ii) | Shared power to vote or to direct the vote of Common Stock: |
| See Cover Pages Items 5-9. | |
| (iii) | Sole power to dispose or to direct the disposition of Common Stock: |
| See Cover Pages Items 5-9. | |
| (iv) | Shared power to dispose or to direct the disposition of Common Stock: |
| See Cover Pages Items 5-9. |
| 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 Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following [ ].
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