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Filing Details

Accession Number:: 0001209191-14-076742
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-12-18 17:13:58
Reporting Period:: 2014-12-17

Filing Date:: 2014-12-18
Accepted Time:: 2014-12-18 17:13:58
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1610532	Hortonworks Inc.	HDP	Services-Prepackaged Software (7372)	371634325

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1219230	H Peter Fenton	2965 Woodside Road Woodside CA 94062		Yes	No	Yes	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	Acquisiton	2014-12-17	100,000	$16.00	100,000	No	4	P	Indirect	By Benchmark Capital Partners VI, L.P.
Common Stock	Acquisiton	2014-12-17	196,397	$0.00	296,397	No	4	C	Indirect	By Benchmark Capital Partners VI, L.P.
Common Stock	Acquisiton	2014-12-17	6,336,803	$0.00	6,336,803	No	4	C	Indirect	By Benchmark Capital Partners VII, L.P.

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By Benchmark Capital Partners VI, L.P.
No	4	C	Indirect	By Benchmark Capital Partners VI, L.P.
No	4	C	Indirect	By Benchmark Capital Partners VII, L.P.

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Series A Convertible Preferred Stock	Disposition	2014-12-17	11,758,712	$0.00	5,879,356	$0.00
Common Stock	Series C Convertible Preferred Stock	Disposition	2014-12-17	522,101	$0.00	261,050	$0.00
Common Stock	Series D Convertible Preferred Stock	Disposition	2014-12-17	392,794	$0.00	196,397	$0.00
Common Stock	Series D Convertible Preferred Stock	Disposition	2014-12-17	392,795	$0.00	196,397	$0.00

Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect
No	4	C	Indirect

Footnotes

Shares held of record by Benchmark Capital Partners VI, L.P. ("BCP VI"), as nominee for BCP VI, Benchmark Founders' Fund VI, L.P. ("BFF VI"), Benchmark Founders' Fund VI-B, L.P. ("BFF VI-B") and related persons. Benchmark Capital Management Co. VI, L.L.C. ("BCMC VI"), the general partner of each of BCP VI, BFF VI and BFF VI-B, may be deemed to have sole voting and investment power over such shares. Alexandre Balkanski, Matthew R.Cohler, Bruce W. Dunlevie, Peter H. Fenton, J. William Gurley, Kevin R. Harvey, Robert C. Kagle, Mitchell H. Lasky and Steven M. Spurlock are the managing members of BCMC VI, which serves as general partner to BCP VI, BFF VI, L.P. and BFF VI-B, L.P., and may be deemed to share voting and investment power over the shares beneficially held by such entities.
(Continued from footnote 1) Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pecuniary interest in such securities).
Each share of Series A Convertible Preferred Stock, Series C Convertible Preferred Stock and Series D Convertible Preferred Stock automatically converted into Common Stock on a 1-for-2 basis (one share of Common Stock for every two shares of Preferred Stock) immediately prior to the closing of the Issuer's initial public offering of Common Stock and has no expiration date or conversion price.
Shares held of record by Benchmark Capital Partners VII, L.P, ("BCP VII"), as nominee for BCP VII, Benchmark Founders' Fund VII, L.P. ("BFF VII"), Benchmark Founders' Fund VII-B, L.P. ("BFF VII-B") and related persons. Benchmark Capital Management Co. VII, L.L.C. ("BCMC VII"), the general partner of each of BCP VII, BFF VII and BFF VII-B, may be deemed to have sole voting and investment power over such shares. Matthew R. Cohler, Bruce W. Dunlevie, Peter H. Fenton, J. William Gurley, Kevin R. Harvey, Steven M. Spurlock, and Mitchell H. Lasky are the managing members of BCMC VII, which serves as general partner to BCP VII, BFF VII and BFF VII-B, and may be deemed to share voting and investment power over the shares beneficially held by such entities. Each such person and entity disclaims the existence of a "group" and disclaims beneficial ownership of any securities (except to the extent of such person's or entity's pecuniary interest in such securities).