Filing Details
- Accession Number:
- 0001193125-17-025006
- Form Type:
- 13G Filing
- Publication Date:
- 2017-01-31 11:43:32
- Filed By:
- Draper Fisher Jurvetson Fund Vii, L.p.
- Company:
- Nanostring Technologies Inc (NASDAQ:NSTG)
- Filing Date:
- 2017-01-31
- SEC Url:
- 13G Filing
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| Draper Fisher Jurvetson Fund VII | 0 | 0 | 0 | 0 | 010 | 0% |
| Draper Fisher Jurvetson Fund VII Partners | 0 | 0 | 0 | 0 | 010 | 0% |
| DFJ Fund VII, Ltd | 0 | 0 | 0 | 0 | 010 | 0% |
| Draper Fisher Jurvetson Partners VII | 0 | 0 | 0 | 0 | 010 | 0% |
| Draper Associates | 0 | 0 | 0 | 0 | 010 | 0% |
| Draper Associates, Inc | 0 | 0 | 0 | 0 | 010 | 0% |
| Draper Associates Riskmasters Fund II | 0 | 12,905 | 0 | 12,905 | 12,905 | 0.06% |
| Draper Associates Riskmasters Fund | 0 | 2,174 | 0 | 2,174 | 2,174 | 0.01% |
| Timothy C. Draper | 0 | 15,079 | 0 | 15,079 | 15,079 | 0.07% |
| John H. N. Fisher | 0 | 0 | 0 | 0 | 010 | 0.00% |
| John Fisher and Jennifer Caldwell Living Trust dated | 0 | 16,135 | 0 | 16,135 | 16,135 | 0.08% |
| Stephen T. Jurvetson | 9,660 | 0 | 9,660 | 0 | 9,660 | 0.05% |
Securities and Exchange Commission
Washington, DC 20549
Schedule 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2
(Amendment No. 2)*
NanoString Technologies, Inc.
(Name of Issuer)
Common Stock, $0.0001 par value
(Title of Class of Securities)
63009R109
(CUSIP Number)
December 31, 2016
(Date of Event which Requires
Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☐ Rule 13d-1(c)
☒ Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP NUMBER 64051T100 | 13G | Page 2 of 27 Pages |
| 1. | Names of Reporting Persons
Draper Fisher Jurvetson Fund VII, L.P. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ☐
(b) ☒
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
Cayman Islands | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
0 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
0 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
0 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0% | |||||
| 12. | Type of Reporting Person (see Instructions)
PN | |||||
| CUSIP NUMBER 64051T100 | 13G | Page 3 of 27 Pages |
| 1. | Names of Reporting Persons
Draper Fisher Jurvetson Fund VII Partners, L.P. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ☐
(b) ☒
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
Cayman Islands | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
0 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
0 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
0 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0% | |||||
| 12. | Type of Reporting Person (see Instructions)
PN | |||||
| CUSIP NUMBER 64051T100 | 13G | Page 4 of 27 Pages |
| 1. | Names of Reporting Persons
DFJ Fund VII, Ltd. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ☐
(b) ☒
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
Cayman Islands | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
0 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
0 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
0 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0% | |||||
| 12. | Type of Reporting Person (see Instructions)
OO | |||||
| CUSIP NUMBER 64051T100 | 13G | Page 5 of 27 Pages |
| 1. | Names of Reporting Persons
Draper Fisher Jurvetson Partners VII, LLC | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ☐
(b) ☒
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
California | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
0 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
0 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
0 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0% | |||||
| 12. | Type of Reporting Person (see Instructions)
OO (limited liability company) | |||||
| CUSIP NUMBER 64051T100 | 13G | Page 6 of 27 Pages |
| 1. | Names of Reporting Persons
Draper Associates, L.P. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ☐
(b) ☒
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
California | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
0 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
0 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
0 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0% | |||||
| 12. | Type of Reporting Person (see Instructions)
PN | |||||
| CUSIP NUMBER 64051T100 | 13G | Page 7 of 27 Pages |
| 1. | Names of Reporting Persons
Draper Associates, Inc. | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ☐
(b) ☒
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
California | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
0 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
0 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
0 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0% | |||||
| 12. | Type of Reporting Person (see Instructions)
CO | |||||
| CUSIP NUMBER 64051T100 | 13G | Page 8 of 27 Pages |
| 1. | Names of Reporting Persons
Draper Associates Riskmasters Fund II, LLC | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ☐
(b) ☒
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
California | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
12,905 (See Items 2 and 4) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
12,905 (See Items 2 and 4) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
12,905 (See Items 2 and 4) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0.06% | |||||
| 12. | Type of Reporting Person (see Instructions)
OO (limited liability company) | |||||
| CUSIP NUMBER 64051T100 | 13G | Page 9 of 27 Pages |
| 1. | Names of Reporting Persons
Draper Associates Riskmasters Fund, LLC | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ☐
(b) ☒
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
California | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
2,174 (See Items 2 and 4) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
2,174 (See Items 2 and 4) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
2,174 (See Items 2 and 4) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0.01% | |||||
| 12. | Type of Reporting Person (see Instructions)
OO (limited liability company) | |||||
| CUSIP NUMBER 64051T100 | 13G | Page 10 of 27 Pages |
| 1. | Names of Reporting Persons
Timothy C. Draper | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ☐
(b) ☒
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
California | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
15,079* (See Items 2 and 4) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
15,079* (See Items 2 and 4) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
15,079* (See Items 2 and 4) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0.07% | |||||
| 12. | Type of Reporting Person (see Instructions)
IN | |||||
* Of these shares, 12,905 shares held directly by Draper Associates Riskmasters Fund II, LLC (DARFII) and 2,174 shares held directly by Draper Associates Riskmasters Fund, LLC (DARF). Mr. Draper is the Managing Member of DARFII and DARF and has shared investment and voting power.
| CUSIP NUMBER 64051T100 | 13G | Page 11 of 27 Pages |
| 1. | Names of Reporting Persons
John H. N. Fisher | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ☐
(b) ☒
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
United States | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
0 | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
0 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
0 | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0.00% | |||||
| 12. | Type of Reporting Person (see Instructions)
IN | |||||
| CUSIP NUMBER 64051T100 | 13G | Page 12 of 27 Pages |
| 1. | Names of Reporting Persons
John Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated 3/27/08 | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ☐
(b) ☒
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
United States | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
0 | ||||
| 6. | Shared Voting Power
16,135 (See Items 2 and 4) | |||||
| 7. | Sole Dispositive Power
0 | |||||
| 8. | Shared Dispositive Power
16,135 (See Items 2 and 4) | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
16,135 (See Items 2 and 4) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0.08% | |||||
| 12. | Type of Reporting Person (see Instructions)
IN | |||||
| CUSIP NUMBER 64051T100 | 13G | Page 13 of 27 Pages |
| 1. | Names of Reporting Persons
Stephen T. Jurvetson | |||||
| 2. | Check the Appropriate Box if a Member of a Group (see Instructions) (a) ☐
(b) ☒
| |||||
| 3. | SEC Use Only
| |||||
| 4. | Citizenship or Place of Organization
United States | |||||
| Number of Shares Beneficially Owned By Each Reporting Person With: | 5. | Sole Voting Power
9,660 (See Items 2 and 4) | ||||
| 6. | Shared Voting Power
0 | |||||
| 7. | Sole Dispositive Power
9,660 (See Items 2 and 4) | |||||
| 8. | Shared Dispositive Power
0 | |||||
| 9. | Aggregate Amount Beneficially Owned by Each Reporting Person
9,660 (See Items 2 and 4) | |||||
| 10. | Check if the Aggregate Amount in Row (9) Excludes Certain Shares (see Instructions)
☐ | |||||
| 11. | Percent of Class Represented by Amount in Row (9)
0.05% | |||||
| 12. | Type of Reporting Person (see Instructions)
IN | |||||
| CUSIP NUMBER 64051T100 | 13G | Page 14 of 27 Pages |
Item 1(a) Name of Issuer: NanoString Technologies, Inc.
Item 1(b) Address of Issuers principal executive offices:
530 Fairview Avenue, N., Suite 2000
Seattle, WA 98109
Item 2. This Amendment No. 2 to Schedule 13G is filed on behalf of (i) Draper Fisher Jurvetson Fund VII, L.P., a Cayman Islands exempted limited partnership, (ii) Draper Fisher Jurvetson Fund VII Partners, L.P., a Cayman Island exempted limited partnership, (iii) DFJ Fund VII, Ltd., a Cayman Islands limited liability company, (iv) Draper Fisher Jurvetson Partners VII, LLC, a California limited liability company, (v) Draper Associates, L.P., a California limited partnership, (vi) Draper Associates, Inc., a California corporation, (vii) Draper Associates Riskmasters Fund II, LLC, a California limited liability company, (viii) Draper Associates Riskmasters Fund, LLC, a Delaware limited liability company, (ix) Timothy C. Draper, a United States citizen (Draper), (x) John H. N. Fisher, a United States citizen (Fisher), (xi) John Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated 3/27/08, a trust formed under the laws of the State of California (Fisher Trust) and (xii) Stephen T. Jurvetson, a United States citizen (Jurvetson).
Relationships
(1) Draper Fisher Jurvetson Fund VII, L.P. (Fund VII), is a Cayman Island exempted limited partnership. Messrs. Draper, Fisher and Jurvetson are the Managing Directors of the general partner of Fund VII. Messrs. Draper, Fisher and Jurvetson disclaim beneficial ownership of the shares held by Fund VII except to the extent of their pecuniary interest therein.
(2) Draper Fisher Jurvetson Fund VII Partners, L.P. (Partners VII) is the general partner of Fund VII. DFJ Fund VII, Ltd. is its general partner (Fund VII Ltd.). The managing directors of Fund VII Ltd. are Messrs. Draper, Fisher and Jurvetson. Partners VII, Fund VII Ltd. and Messrs. Draper, Fisher and Jurvetson disclaim beneficial ownership of the shares held by Fund VII and Partners VII except to the extent of their pecuniary interest therein.
(3) Draper Fisher Jurvetson Partners VII, LLC (Partners Fund LLC) is a side-by-side fund of Fund VII. 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 VII. Messrs. Draper, Fisher and Jurvetson disclaim beneficial ownership of the shares held by Partners Fund LLC except to the extent of their pecuniary interest therein.
(4) Draper Associates, L.P. (Draper Associates, L.P.). The investing and voting power of the shares held by Draper Associates, L.P. is controlled by its General Partner, Draper Associates, Inc., which is controlled by its President and majority shareholder, Timothy C. Draper. Mr. Draper disclaims beneficial ownership of the shares held by Draper Associates, L.P. except to the extent of his pecuniary interest therein.
| CUSIP NUMBER 64051T100 | 13G | Page 15 of 27 Pages |
(5) Draper Associates, Inc. (Draper Associates). Mr. Draper is the President of Draper Associates, which is the general partner of Draper Associates, L.P. Mr. Draper disclaims beneficial ownership of the shares held by Draper Associates except to the extent of his pecuniary interest therein.
(6) Draper Associates Riskmasters Fund II, LLC, is a California limited liability company (DARFII). Mr. Draper is the managing member of DARFII and he disclaims beneficial ownership of the shares held by DARFII except to the extent of his pecuniary interest therein.
(7) Draper Associates Riskmasters Fund, LLC, is a Delaware limited liability company (DARF). Mr. Draper is the managing member of DARF and he disclaims beneficial ownership of the shares held by DARF except to the extent of his pecuniary interest therein.
(8) John Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated 3/27/08, is a trust formed under the laws of the State of California (Fisher Trust). Mr. Fisher is co-trustee of the trust.
Item 2(a) Name of person filing:
Draper Fisher Jurvetson Fund VII, L.P.
Draper Fisher Jurvetson Fund VII Partners, L.P.
DFJ Fund VII, Ltd.
Draper Fisher Jurvetson Partners VII, LLC
Draper Associates, L.P.
Draper Associates, Inc.
Draper Associates Riskmasters Fund II, LLC
Draper Associates Riskmasters Fund, LLC
Timothy C. Draper
John H. N. Fisher
John Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated 3/27/08
Stephen T. Jurvetson
Item 2(b) Address of principal business office or, if none, residence:
2882 Sand Hill Road, Suite 150, Menlo Park, CA 94025
Item 2(c) Citizenship:
| Draper Fisher Jurvetson Fund VII, L.P. | Cayman Islands | |
| Draper Fisher Jurvetson Fund VII Partners, L.P. | Cayman Islands | |
| DFJ Fund VII, Ltd. | Cayman Islands | |
| Draper Fisher Jurvetson Partners VII, LLC | California | |
| Draper Associates, L.P. | California | |
| Draper Associates, Inc. | California | |
| Draper Associates Riskmasters Fund II, LLC | California |
| CUSIP NUMBER 64051T100 | 13G | Page 16 of 27 Pages |
| Draper Associates Riskmasters Fund, LLC | Delaware | |
| Timothy C. Draper | United States | |
| John H. N. Fisher | United States | |
| John Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated 3/27/08 | California | |
| Stephen T. Jurvetson | United States |
Item 2(d) Title of class of securities: Common Stock, par value $0.0001 per share.
The Issuer registered its Common Stock on a Form 8-A12B Registration Statement filed with the SEC on June 21, 2013. Each of the Reporting Persons identified in Item 2(a) above beneficially owns Common Stock.
Item 2(e) CUSIP No.: 63009R109
| Item 3. | 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: |
| (a) | ☐ | Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); | ||
| (b) | ☐ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); | ||
| (c) | ☐ | Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); | ||
| (d) | ☐ | Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); | ||
| (e) | ☐ | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); | ||
| (f) | ☐ | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); | ||
| (g) | ☐ | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); | ||
| (h) | ☐ | A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | ||
| (i) | ☐ | 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); | ||
| (j) | ☐ | A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); | ||
| (k) | ☐ | Group, in accordance with §240.13d-1(b)(1)(ii)(K). | ||
If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify type of institution:
| Item 4. | Ownership. Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. |
| CUSIP NUMBER 64051T100 | 13G | Page 17 of 27 Pages |
Draper Fisher Jurvetson Fund VII, L.P.
| A. | Amount Beneficially owned: 0 |
| B. | Percent of Class: 0% |
| 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: 0 |
| 3. sole power to dispose or to direct the disposition of: 0 |
| 4. shared power to dispose or to direct the disposition of: 0 |
Draper Fisher Jurvetson Fund VII Partners, L.P.
| A. | Amount Beneficially owned: 0 |
| B. | Percent of Class: 0% |
| 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: 0 |
| 3. sole power to dispose or to direct the disposition of: 0 |
| 4. shared power to dispose or to direct the disposition of: 0 |
DFJ Fund VII, Ltd.
| A. | Amount Beneficially owned: 0 |
| B. | Percent of Class: 0% |
| 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: 0 |
| 3. sole power to dispose or to direct the disposition of: 0 |
| 4. shared power to dispose or to direct the disposition of: 0 |
Draper Fisher Jurvetson Partners VII, LLC
| A. | Amount Beneficially owned: 0 |
| B. | Percent of Class: 0% |
| 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: 0 |
| 3. sole power to dispose or to direct the disposition of: 0 |
| 4. shared power to dispose or to direct the disposition of: 0 |
Draper Associates, L.P.
| A. | Amount Beneficially owned: 0 |
| B. | Percent of Class: 0% |
| C. | Number of shares owned to which such person has: |
| 1. sole power to vote or to direct the vote: 0 |
| CUSIP NUMBER 64051T100 | 13G | Page 18 of 27 Pages |
| 2. shared power to vote or to direct the vote: 0 |
| 3. sole power to dispose or to direct the disposition of: 0 |
| 4. shared power to dispose or to direct the disposition of: 0 |
Draper Associates, Inc.
| A. | Amount Beneficially owned: 0 |
| B. | Percent of Class: 0% |
| 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: 0 |
| 3. sole power to dispose or to direct the disposition of: 0 |
| 4. shared power to dispose or to direct the disposition of: 0 |
Draper Associates Riskmasters Fund II, LLC
| A. | Amount Beneficially owned: 12,905 |
| B. | Percent of Class: 0.06% |
| 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: 12,905 |
| 3. sole power to dispose or to direct the disposition of: 0 |
| 4. shared power to dispose or to direct the disposition of: 12,905 |
Draper Associates Riskmasters Fund, LLC
| A. | Amount Beneficially owned: 2,174 |
| B. | Percent of Class: 0.01% |
| 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: 2,174 |
| 3. sole power to dispose or to direct the disposition of: 0 |
| 4. shared power to dispose or to direct the disposition of: 2,174 |
Timothy C. Draper
| A. | Amount Beneficially owned: 15,079 |
| B. | Percent of Class: 0.07% |
| 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: 15,079 |
| 3. sole power to dispose or to direct the disposition of: 0 |
| 4. shared power to dispose or to direct the disposition of: 15,079 |
| CUSIP NUMBER 64051T100 | 13G | Page 19 of 27 Pages |
John H. N. Fisher
| A. | Amount Beneficially owned: 0 |
| B. | Percent of Class: 0% |
| 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: 0 |
| 3. sole power to dispose or to direct the disposition of: 0 |
| 4. shared power to dispose or to direct the disposition of: 0 |
John Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated 3/27/08
| A. | Amount Beneficially owned: 16,135 |
| B. | Percent of Class: 0.08% |
| 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: 16,135 |
| 3. sole power to dispose or to direct the disposition of: 0 |
| 4. shared power to dispose or to direct the disposition of: 16,135 |
Stephen T. Jurvetson
| A. | Amount Beneficially owned: 9,660 |
| B. | Percent of Class: 0.05% |
| C. | Number of shares owned to which such person has: |
| 1. sole power to vote or to direct the vote: 9,660 |
| 2. shared power to vote or to direct the vote: 0 |
| 3. sole power to dispose or to direct the disposition of: 9,660 |
| 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 ☒.
| 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.
| CUSIP NUMBER 64051T100 | 13G | Page 20 of 27 Pages |
| 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.
| CUSIP NUMBER 64051T100 | 13G | Page 21 of 27 Pages |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: January 30, 2017
| Draper Fisher Jurvetson Fund VII, L.P. By: Draper Fisher Jurvetson Fund VII Partners, L.P. (General Partner) By: DFJ Fund VII, Ltd., its general partner | ||
| By: | /s/John H. N. Fisher | |
| Name: John H. N. Fisher Title: Managing Director | ||
| Draper Fisher Jurvetson Fund VII Partners, L.P. By: DFJ Fund VII, Ltd., its general partner | ||
| By: | /s/John H. N. Fisher | |
| Name: John H. N. Fisher Title: Managing Director | ||
| DFJ Fund VII, Ltd. | ||
| By: | /s/John H. N. Fisher | |
| Name: John H. N. Fisher Title: Managing Director | ||
| Draper Fisher Jurvetson Partners VII, LLC | ||
| By: | /s/Timothy C. Draper | |
| Name: Timothy C. Draper Title: Managing Member | ||
| CUSIP NUMBER 64051T100 | 13G | Page 22 of 27 Pages |
| Draper Associates, L.P. By: Draper Associates, Inc. (General Partner) | ||
| By: | /s/Timothy C. Draper | |
| Name: Timothy C. Draper Title: President | ||
| Draper Associates, Inc. | ||
| By: | /s/Timothy C. Draper | |
| Name: Timothy C. Draper Title: President | ||
| Draper Associates Riskmasters Fund II, LLC | ||
| By: | /s/Timothy C. Draper | |
| Name: Timothy C. Draper Title: Managing Member | ||
| Draper Associates Riskmasters Fund, LLC | ||
| By: | /s/Timothy C. Draper | |
| Name: Timothy C. Draper Title: Managing Member | ||
| /s/Timothy C. Draper Timothy C. Draper | ||
| /s/John H. N. Fisher John H. N. Fisher | ||
| CUSIP NUMBER 64051T100 | 13G | Page 23 of 27 Pages |
| John Fisher and Jennifer Caldwell Living Trust dated 1/7/00, as amended and restated 3/27/08 | ||
| By: | /s/John Fisher | |
| John Fisher, Trustee | ||
| /s/Stephen T. Jurvetson Stephen T. Jurvetson | ||
| CUSIP NUMBER 64051T100 | 13G | Page 24 of 27 Pages |
Exhibit Index
| Exhibit | Description | |
| 99.1 | Statement pursuant to Rule 13d-1(k)(1)(iii), filed herewith | |