Filing Details

Accession Number:
0001209191-13-027686
Form Type:
4
Zero Holdings:
No
Publication Time:
2013-05-20 19:46:08
Reporting Period:
2013-05-07
Filing Date:
2013-05-20
Accepted Time:
2013-05-20 19:46:08
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1212458 Proofpoint Inc PFPT Services-Computer Processing & Data Preparation (7374) 510414846
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1129541 Mdv Vii Lp 3000 Sand Hill Road, Bldg. 3, Suite 290
Menlo Park CA 94025
No No Yes No
1250354 J Nancy Schoendorf 3000 Sand Hill Road, Bldg. 3, Suite 290
Menlo Park CA 94025
No No Yes No
1564546 Seventh Mdv Partners, L.l.c. 3000 Sand Hill Road, Bldg. 3, Suite 290
Menlo Park CA 94025
No No Yes 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 Disposition 2013-05-07 618,485 $0.00 2,428,849 No 4 J Direct
Common Stock Disposition 2013-05-07 58,875 $0.00 2,369,974 No 4 J Direct
Common Stock Disposition 2013-05-14 22,640 $18.31 2,347,334 No 4 S Direct
Common Stock Acquisiton 2013-05-07 1,699 $0.00 1,699 No 4 J Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 J Direct
No 4 J Direct
No 4 S Direct
No 4 J Direct
Footnotes
  1. Represents a pro-rata in-kind distribution by MDV VII, L.P. "MDV" without consideration to its limited partners.
  2. Shares directly held by MDV. Jonathan Feiber, a director of the issuer, and Nancy Schoendorf are managing members of Seventh MDV Partners, L.L.C. ("Seventh"), the general partner of MDV. Each of Jonathan Feiber, Nancy Schoendorf, and Seventh may be deemed to share voting and dispositive power over the shares held by MDV. Mr. Feiber, Ms. Schoendorf, and Seventh disclaim beneficial ownership of the shares held by MDV except to the extent of any pecuniary interest therein. Mr. Feiber is filing his own Form 4 separately.
  3. Represents a pro-rata in-kind distribution by MDV as nominee for MDV VII Leaders Fund, L.P. without consideration to its limited partners.
  4. Price reflected is the weighted-average sale price for shares sold in this transaction. The range of sale prices for this transaction was $18.3000 to $18.3975 per share. This represents the sale of 14,888 shares sold by MDV as nominee for MDV ENF VII(A), L.P. and the sale of 7,752 shares sold by MDV as nominee for MDV ENF VII(B), L.P. The Reporting Persons undertake to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
  5. Represents a pro-rata in-kind distribution to Nancy Schoendorf from MDV as nominee for MDV VII Leaders Fund, L.P. without consideration.
  6. Shares directly held by Nancy Schoendorf.