|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
|
| ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Series A-1 preferred stock | (5) | 09/25/2007 | C | 82,153 | 09/25/2007 | (6) | Common Stock | 82,153 | (5) | 0 | I | See Footnote. (1) | |||
| Series A-1 preferred stock | (5) | 09/25/2007 | C | 875 | 09/25/2007 | (6) | Common Stock | 875 | (5) | 0 | I | See Footnote. (2) | |||
| Series A-1 preferred stock | (5) | 09/25/2007 | C | 1,972 | 09/25/2007 | (6) | Common Stock | 1,972 | (5) | 0 | I | See Footnote. (3) | |||
| Series D preferred stock | (5) | 09/25/2007 | C | 4,207,013 | 09/25/2007 | (6) | Common Stock | 4,207,013 | (5) | 0 | I | See Footnote. (1) | |||
| Series D preferred stock | (5) | 09/25/2007 | C | 44,839 | 09/25/2007 | (6) | Common Stock | 44,839 | (5) | 0 | I | See Footnote. (2) | |||
| Series D preferred stock | (5) | 09/25/2007 | C | 100,980 | 09/25/2007 | (6) | Common Stock | 100,980 | (5) | 0 | I | See Footnote. (3) | |||
| Series E preferred stock | (5) | 09/25/2007 | C | 168,776 | 09/25/2007 | (6) | Common Stock | 168,776 | (5) | 0 | I | See Footnote. (1) | |||
| Series E preferred stock | (5) | 09/25/2007 | C | 1,798 | 09/25/2007 | (6) | Common Stock | 1,798 | (5) | 0 | I | See Footnote. (2) | |||
| Series E preferred stock | (5) | 09/25/2007 | C | 4,052 | 09/25/2007 | (6) | Common Stock | 4,052 | (5) | 0 | I | See Footnote. (3) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| LAMONT ANN H C/O OAK INVESTMENT PARTNERS ONE GORHAM ISLAND WESTPORT, CT 06880 |
X | X | ||
| /s/ Christopher E. Nolin Attorney-in-Fact | 09/25/2007 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Represents shares directly owned by Oak Investment Partners IX, L.P. ("Oak IX, L.P."). |
| (2) | Represents shares directly owned by Oak IX Affiliates Fund, L.P. ("Oak IX Affiliates, L.P."). |
| (3) | Represents shares owned directly by Oak IX Affiliates Fund-A, L.P. ("Oak IX Affiliates A, L.P."). |
| (4) | Shares sold pursuant to the initial public offering of common stock of athenahealth, Inc. through both the secondary offering and exercise of the over-allotment option by the underwriters. |
| (5) | These shares automatically converted into common stock on a one-for-one basis upon the closing of the Issuer's initial public offering of common stock. |
| (6) | The preferred stock has no expiration date. |
| Remarks: Ann H. Lamont is a director of athenahealth, Inc. Ms. Lamont is a Managing Member of Oak Associates IX, L.L.C., the General Partner of Oak IX, L.P.; and a Managing Member of Oak IX Affiliates, L.L.C., the General Partner of Oak IX Affiliates, L.P. and Oak IX Affiliates A , L.P. Ms. Lamont disclaims beneficial ownership of any securities (except to the extent of her pecuniary interest in such securities), and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of any such securities for purposes of Section 16 or for any other purpose. | |