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Filing Details

Accession Number:: 0001548538-12-000040
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-12-06 19:04:11
Reporting Period:: 2012-12-04

Filing Date:: 2012-12-06
Accepted Time:: 2012-12-06 19:04:11
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1528396	Guidewire Software Inc.	GWRE	Services-Prepackaged Software (7372)	364468504

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1190636	M Steven Krausz	2735 Sand Hill Road Menlo Park CA 94025		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2012-12-04	10,000	$29.47	72,213	No	4	S	Direct
Common Stock	Disposition	2012-12-04	26,933	$29.38	19,655	No	4	S	Indirect	Directly owned by EP VIII-A
Common Stock	Disposition	2012-12-04	14,449	$29.38	10,545	No	4	S	Indirect	Directly owned by EP VIII-B
Common Stock	Disposition	2012-12-05	5,268	$29.25	66,945	No	4	S	Direct
Common Stock	Disposition	2012-12-05	19,655	$29.16	0	No	4	S	Indirect	Directly owned by EP VIII-A
Common Stock	Disposition	2012-12-05	10,545	$29.16	0	No	4	S	Indirect	Directly owned by EP VIII-B
Common Stock	Acquisiton	2012-12-05	2,584	$0.00	69,529	No	4	A	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Direct
No	4	S	Indirect	Directly owned by EP VIII-A
No	4	S	Indirect	Directly owned by EP VIII-B
No	4	S	Direct
No	4	S	Indirect	Directly owned by EP VIII-A
No	4	S	Indirect	Directly owned by EP VIII-B
No	4	A	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Stock Opitions (right to buy)	Acquisiton	2012-12-05	5,936	$0.00	5,936	$29.03

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
8,839	2013-12-05	2022-12-05	No	4	A	Direct

Footnotes

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.40 to $29.52, inclusive for sales made on December 4, 2012, and at prices ranging from $29.20 to $29.25, inclusive for sales made on December 5,, 2012. The reporting persons undertake to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.31 to $29.50, inclusive for sales made on December 4, 2012, and at prices ranging from $29.00 to $29.46, inclusive for sales made on December 5,, 2012. The reporting persons undertake to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to this Form 4.
The reported securities are owned directly by each of U.S. Venture Partners VIII, L.P. ("USVP VIII"), USVP VIII Affiliates Fund, L.P. ("AFF VIII"), USVP Entrepreneur Partners VIII-A, L.P. ("EP VIII-A") and USVP Entrepreneur Partners VIII-B, L.P. ("EP VIII-B" and together with USVP VIII, AFF VIII and EP VIII-A, the "USVP VIII Funds"). Presidio Management Group VIII, L.L.C. ("PMG VIII") is the general partner of each of USVP VIII, AFF VIII, EP VIII-A and EP VIII-B and may be deemed to have sole voting and dispositive power over the shares held by the USVP VIII Funds. PMG VIII and each of Irwin Federman, Winston Fu, Steven M. Krausz, David Liddle, Jonathan D. Root, Christopher Rust, Casey M. Tansey and Philip M. Young, the managing members of PMG VIII who may be deemed to share voting and dispositive power over the reported securities, disclaim beneficial ownership of the reported securities held by the USVP VIII Funds except to the extent of any pecuniary interest therein.
Shares represent restricted stock units and 100% of the shares shall vest on December 5, 2013 provided the Reporting Person is still a service provider to the Issuer on such date.
100% of the stock options shares shall vest on December 5, 2013 provided the Reporting Person is still a service provider to the Issuer on such date.