Filing Details
- Accession Number:
- 0000769993-12-000558
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2012-10-05 18:23:12
- Reporting Period:
- 2012-10-03
- Filing Date:
- 2012-10-05
- Accepted Time:
- 2012-10-05 18:23:12
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1383871 | Lifelock Inc. | LOCK | Services-Computer Processing & Data Preparation (7374) | 562508977 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 769993 | Goldman Sachs & Co | 200 West Street New York NY 10282 | No | No | No | No | |
| 886982 | Goldman Sachs Group Inc | 200 West Street New York NY 10282 | No | No | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2012-10-03 | 250 | $8.79 | 250 | No | 4 | P | Indirect | See footnotes |
| Common Stock | Disposition | 2012-10-03 | 250 | $8.72 | 0 | No | 4 | S | Indirect | See footnotes |
| Common Stock | Acquisiton | 2012-10-03 | 850 | $8.71 | 850 | No | 4 | P | Indirect | See footnotes |
| Common Stock | Disposition | 2012-10-03 | 850 | $8.62 | 0 | No | 4 | S | Indirect | See footnotes |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | P | Indirect | See footnotes |
| No | 4 | S | Indirect | See footnotes |
| No | 4 | P | Indirect | See footnotes |
| No | 4 | S | Indirect | See footnotes |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Common Stock | Series C Preferred Stock | $0.00 | 4,000,000 | 4,000,000 | Indirect | ||
| Common Stock | Series D Preferred Stock | $0.00 | 713,179 | 713,179 | Indirect | ||
| Common Stock | Series E-2 Preferred Stock | $0.00 | 3,400,249 | 2,284,960 | Indirect | ||
| Series E-2 Preferred Stock | Warrants | $0.00 | 0 | 571,240 | Indirect |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 4,000,000 | 4,000,000 | Indirect | |
| 713,179 | 713,179 | Indirect | |
| 3,400,249 | 2,284,960 | Indirect | |
| 0 | 571,240 | Indirect |
Footnotes
- This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group") and Goldman, Sachs & Co. ("Goldman Sachs" and together with GS Group, the "Reporting Persons"). Goldman Sachs is a wholly-owned subsidiary of GS Group. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein.
- The shares of Common Stock, par value $0.001 per share (the "Common Stock"), of LifeLock, Inc. (the "Company") reported herein as indirectly purchased and sold were beneficially owned directly by Goldman Sachs and indirectly by GS Group. Without admitting any legal obligation, Goldman Sachs or another wholly-owned subsidiary of GS Group will remit appropriate profits, if any, to the Company.
- GS Group may be deemed to beneficially own indirectly 4,000,000 shares of Common Stock by reason of the direct beneficial ownership of 4,000,000 shares of Series C preferred stock, par value $0.001 per share (the "Series C Preferred Stock") by Goldman Sachs.
- GS Group may be deemed to beneficially own indirectly 713,179 shares of Common Stock by reason of the direct beneficial ownership of 713,179 shares of Series D preferred stock, par value $0.001 per share (the "Series D Preferred Stock") by Goldman Sachs.
- GS Group may be deemed to beneficially own indirectly 2,284,960 shares of Common Stock (subject to adjustment, as described in the S-1, defined below) by reason of the direct beneficial ownership of 2,284,960 shares of Series E-2 preferred stock, par value $0.001 per share (the "Series E-2 Preferred Stock") by Goldman Sachs.
- Each share of Series C Preferred Stock and Series D Preferred Stock will automatically convert into one share of Common Stock immediately prior to the closing of the initial public offering of the Company's Common Stock (the "IPO"). As described in the Company's registration statement filed with the U.S. Securities and Exchange Commission on October 3, 2012 (the "S-1"), the Series E-2 Preferred Stock, par value $0.001 per share (the "Series E-2 Preferred Stock") will automatically convert into a number of shares of Common Stock that depends in part on the IPO price of the Common Stock. Based on an IPO price of $9.00 per share, as set forth on the cover page of the S-1, Goldman Sachs will receive an aggregate of 3,400,249 shares of Common Stock from the conversion of the Series E-2 Preferred Stock (subject to possible adjustments, as described in the S-1).
- Goldman Sachs holds 571,240 warrants (the "Warrants") to purchase shares of Series E-2 Preferred Stock. The Warrants will terminate automatically upon the closing of the IPO.
- Reflects a weighted average purchase price of $8.7141 per share, at prices ranging from $8.71 to $8.72 per share. Upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price will be provided.
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