(Amendment No. 2)
Check the appropriate box to designate
the rule pursuant to which this Schedule is filed:
The information required in the remainder
of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of
1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions
of the Act (however, see the Notes).
CUSIP No. 74736L109
1
|
NAMES OF REPORTING PERSONS
Adams Street Partners, LLC
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE VOTING POWER
4,131,714
|
6
|
SHARED VOTING POWER
0
|
7
|
SOLE DISPOSITIVE POWER
4,131,714
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
4,131,714
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
¨
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10%
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
|
|
|
|
|
CUSIP No.
1
|
NAMES OF REPORTING PERSONS
Adams Street 2006 Direct Fund, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE VOTING POWER
1,292,441
|
6
|
SHARED VOTING POWER
0
|
7
|
SOLE DISPOSITIVE POWER
1,292,441
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,292,441
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
¨
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3%
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP No.
1
|
NAMES OF REPORTING PERSONS
Adams Street 2007 Direct Fund, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE VOTING POWER
1,459,524
|
6
|
SHARED VOTING POWER
0
|
7
|
SOLE DISPOSITIVE POWER
1,459,524
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,459,524
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
¨
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4%
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP No.
1
|
NAMES OF REPORTING PERSONS
Adams Street 2008 Direct Fund, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE VOTING POWER
488,982
|
6
|
SHARED VOTING POWER
0
|
7
|
SOLE DISPOSITIVE POWER
488,982
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
488,982
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
¨
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1%
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP No.
1
|
NAMES OF REPORTING PERSONS
Adams Street 2009 Direct Fund, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE VOTING POWER
422,934
|
6
|
SHARED VOTING POWER
0
|
7
|
SOLE DISPOSITIVE POWER
422,934
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
422,934
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
¨
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1%
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP No.
1
|
NAMES OF REPORTING PERSONS
Adams Street 2010 Direct Fund, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE VOTING POWER
240,250
|
6
|
SHARED VOTING POWER
0
|
7
|
SOLE DISPOSITIVE POWER
240,250
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
240,250
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
¨
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1%
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP No.
1
|
NAMES OF REPORTING PERSONS
Adams Street 2011 Direct Fund LP
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE VOTING POWER
193,017
|
6
|
SHARED VOTING POWER
0
|
7
|
SOLE DISPOSITIVE POWER
193,017
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
193,017
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
¨
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.5%
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP No.
1
|
NAMES OF REPORTING PERSONS
Adams Street Partnership Fund - 2007 U.S. Fund, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE VOTING POWER
7,857
|
6
|
SHARED VOTING POWER
0
|
7
|
SOLE DISPOSITIVE POWER
7,857
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
7,857
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
¨
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP No.
1
|
NAMES OF REPORTING PERSONS
Adams Street Partnership Fund - 2008 U.S. Fund, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE VOTING POWER
10,077
|
6
|
SHARED VOTING POWER
0
|
7
|
SOLE DISPOSITIVE POWER
10,077
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
10,077
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
¨
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP No.
1
|
NAMES OF REPORTING PERSONS
Adams Street Partnership Fund - 2009 U.S. Fund, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE VOTING POWER
8,941
|
6
|
SHARED VOTING POWER
0
|
7
|
SOLE DISPOSITIVE POWER
8,941
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
8,941
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
¨
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP No.
1
|
NAMES OF REPORTING PERSONS
Adams Street Partnership Fund - 2010 Fund, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE VOTING POWER
6,290
|
6
|
SHARED VOTING POWER
0
|
7
|
SOLE DISPOSITIVE POWER
6,290
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
6,290
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
¨
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
CUSIP No.
1
|
NAMES OF REPORTING PERSONS
Adams Street Partnership Fund - 2010 U.S. Fund
- Series B, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS)
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:
|
5
|
SOLE VOTING POWER
1,401
|
6
|
SHARED VOTING POWER
0
|
7
|
SOLE DISPOSITIVE POWER
1,401
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,401
|
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES (SEE INSTRUCTIONS)
¨
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
PN
|
Item 1(a) Name of issuer: Q2 Holdings,
Inc.
Item 1(b) Address of issuer’s
principal executive offices:
13785 Research Blvd., Suite 150, Austin,
TX 78750
2(a) Name of persons filing:
1. Adams Street Partners,
LLC
2. Adams Street 2006
Direct Fund, L.P.
3. Adams Street 2007
Direct Fund, L.P.
4. Adams Street 2008
Direct Fund, L.P.
5. Adams Street 2009
Direct Fund, L.P.
6. Adams Street 2010
Direct Fund, L.P.
7. Adams Street 2011
Direct Fund LP
8. Adams Street
Partnership Fund - 2007 U.S. Fund, L.P.
9. Adams Street
Partnership Fund - 2008 U.S. Fund, L.P.
10. Adams Street
Partnership Fund - 2009 U.S. Fund, L.P.
11. Adams Street
Partnership Fund - 2010 U.S. Fund, L.P.
12. Adams Street
Partnership Fund - 2010 U.S. Fund, - Series B, L.P.
2(b) Address or principal business office
or, if none, residence:
For all filing persons listed in 2(a)
above: One North Wacker Drive, Suite 2200, Chicago, Illinois 60606
2(c) Citizenship:
1. Adams Street Partners,
LLC: Delaware
2. Adams Street 2006
Direct Fund, L.P.: Delaware
3. Adams Street 2007
Direct Fund, L.P.: Delaware
4. Adams Street 2008
Direct Fund, L.P.: Delaware
5. Adams Street 2009
Direct Fund, L.P.: Delaware
6. Adams Street 2010
Direct Fund, L.P.: Delaware
7. Adams Street 2011
Direct Fund LP: Delaware
8. Adams Street
Partnership Fund - 2007 U.S. Fund, L.P.: Delaware
9. Adams Street
Partnership Fund - 2008 U.S. Fund, L.P.: Delaware
10. Adams Street
Partnership Fund - 2009 U.S. Fund, L.P.: Delaware
11. Adams Street
Partnership Fund - 2010 U.S. Fund, L.P.: Delaware
12. Adams Street
Partnership Fund - 2010 U.S. Fund, - Series B, L.P.: Delaware
2(d) Title of class of securities:
Common Stock
2(e) CUSIP No.: 74736L109
Item 3.
If this statement is
filed pursuant to §§240.13d–1(b) or 240.13d–2(b) or (c), check whether the person filing is a:
NOT APPLICABLE
Item 4
. Ownership
Provide the following information regarding
the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially
owned:
1.
|
Adams
Street Partners, LLC: 4,131,714 (Total number of shares of common stock held indirectly through the funds listed
below.)
|
2.
|
Adams Street 2006 Direct Fund, L.P.: 1,292,441
|
3.
|
Adams Street 2007 Direct Fund, L.P.: 1,459,524
|
4.
|
Adams Street 2008 Direct Fund, L.P.: 488,982
|
5.
|
Adams Street 2009 Direct Fund, L.P.: 422,934
|
6.
|
Adams Street 2010 Direct Fund, L.P.: 240,250
|
7.
|
Adams
Street 2011 Direct Fund, L.P.: 193,017
|
8.
|
Adams
Street Partnership Fund - 2007 U.S. Fund, L.P.: 7,857
|
9.
|
Adams
Street Partnership Fund - 2008 U.S. Fund, L.P.: 10,077
|
10.
|
Adams
Street Partnership Fund - 2009 U.S. Fund, L.P.: 8,941
|
11.
|
Adams
Street Partnership Fund - 2010 U.S. Fund, L.P.: 6,290
|
12.
|
Adams
Street Partnership Fund - 2010 U.S. Fund - Series B, L.P.: 1,401
|
(b) Percent of
class:
1.
|
Adams Street Partners, LLC: 10% (Total number of shares of common stock held indirectly through the funds listed below.)
|
2.
|
Adams Street 2006 Direct Fund, L.P.: 3%
|
3.
|
Adams Street 2007 Direct Fund, L.P.: 4%
|
4.
|
Adams Street 2008 Direct Fund, L.P.: 1%
|
5.
|
Adams Street 2009 Direct Fund, L.P.: 1%
|
6.
|
Adams Street 2010 Direct Fund, L.P.: 1%
|
7.
|
Adams Street 2011 Direct Fund LP: 0.5%
|
8.
|
Adams
Street Partnership Fund - 2007 U.S. Fund, L.P.: 0.0%
|
9.
|
Adams
Street Partnership Fund - 2008 U.S. Fund, L.P.: 0.0%
|
10.
|
Adams
Street Partnership Fund - 2009 U.S. Fund, L.P.: 0.0%
|
11.
|
Adams
Street Partnership Fund - 2010 U.S. Fund, L.P.: 0.0%
|
12.
|
Adams
Street Partnership Fund - 2010 U.S. Fund - Series B, L.P.: 0.0%
|
(c) Number of
shares as to which the person has:
(i) Sole
power to vote or to direct the vote:
1.
|
Adams
Street Partners, LLC: 4,131,714 (Total number of shares of common stock held indirectly through the funds listed
below.)
|
2.
|
Adams Street 2006 Direct Fund, L.P.: 1,292,441
|
3.
|
Adams Street 2007 Direct Fund, L.P.: 1,459,524
|
4.
|
Adams Street 2008 Direct Fund, L.P.: 488,982
|
5.
|
Adams Street 2009 Direct Fund, L.P.: 422,934
|
6.
|
Adams Street 2010 Direct Fund, L.P.: 240,250
|
7.
|
Adams Street 2011 Direct Fund LP: 193,017
|
8.
|
Adams
Street Partnership Fund - 2007 U.S. Fund, L.P.: 7,857
|
9.
|
Adams
Street Partnership Fund - 2008 U.S. Fund, L.P.: 10,077
|
10.
|
Adams
Street Partnership Fund - 2009 U.S. Fund, L.P. 8,941
|
11.
|
Adams
Street Partnership Fund - 2010 U.S. Fund, L.P.: 6,290
|
12.
|
Adams
Street Partnership Fund - 2010 U.S. Fund - Series B, L.P.: 1,401
|
(ii) Shared
power to vote or to direct the vote: 0 (for all filing persons)
(iii) Sole
power to dispose or to direct the disposition of:
1.
|
Adams
Street Partners, LLC: 4,131,714 (Total number of shares of common stock held indirectly through the funds listed
below.)
|
2.
|
Adams Street 2006 Direct Fund, L.P.: 1,292,441
|
3.
|
Adams
Street 2007 Direct Fund, L.P.: 1,459,524
|
4.
|
Adams Street 2008 Direct Fund, L.P.: 488,982
|
5.
|
Adams Street 2009 Direct Fund, L.P.: 422,934
|
6.
|
Adams Street 2010 Direct Fund, L.P.: 240,250
|
7.
|
Adams Street 2011 Direct Fund LP: 193,017
|
8.
|
Adams
Street Partnership Fund - 2007 U.S. Fund, L.P.: 7,857
|
9.
|
Adams
Street Partnership Fund - 2008 U.S. Fund, L.P.: 10,077
|
10.
|
Adams
Street Partnership Fund - 2009 U.S. Fund, L.P.: 8,941
|
11.
|
Adams
Street Partnership Fund - 2010 U.S. Fund, L.P.: 6,290
|
12.
|
Adams
Street Partnership Fund - 2010 U.S. Fund - Series B, L.P.: 1,401
|
(iv) Shared
power to dispose or to direct the disposition of: 0 (for all filing persons)
Instruction.
For computations
regarding securities which represent a right to acquire an underlying security
see
§240.13d–3(d)(1).
Item 5.
Ownership of 5 Percent
or Less of a Class. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased
to be the beneficial owner of more than 5 percent of the class of securities, check the following
¨
.
NOT APPLICABLE
Instruction.
Dissolution of a
group requires a response to this item.
Item 6.
Ownership of More than
5 Percent on Behalf of Another Person. If any other person is known to have the right to receive or the power to direct the receipt
of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response
to this item and, if such interest relates to more than 5
percent of the class, such person should
be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the
beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
NOT APPLICABLE
Item 7.
Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. If a parent holding
company or control person has filed this schedule pursuant to Rule 13d–1(b)(1)(ii)(G), so indicate under Item 3(g) and attach
an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company or control
person has filed this schedule pursuant to Rule 13d–1(c) or Rule 13d–1(d), attach an exhibit stating the identification
of the relevant subsidiary.
NOT APPLICABLE
Item 8
. Identification and Classification
of Members of the Group. If a group has filed this schedule pursuant to §240.13d–1(b)(1)(ii)(J), so indicate under Item
3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this
schedule pursuant to Rule 13d–1(c) or Rule 13d–1(d), attach an exhibit stating the identity of each member of the group.
Adams Street 2006 Direct Fund,
L.P. (“AS 2006”) is the record owner of 1,292,441 shares of common stock of the Issuer. Adams Street 2007 Direct
Fund, L.P. (“AS 2007”) is the record owner of 1,459,524 shares of common stock of the Issuer. Adams Street 2008
Direct Fund, L.P. (“AS 2008”) is the record owner of 488,982 shares of common stock of the Issuer. Adams Street
2009 Direct Fund, L.P. (“AS 2009”) is the record owner of 422,934 shares of common stock of the Issuer. Adams
Street 2010 Direct Fund, L.P. (“AS 2010”) is the record owner of 240,250 shares of common stock of the Issuer.
Adams Street 2011 Direct Fund LP (“AS 2011”) is the record owner of 193,017 shares of common stock of the Issuer.
Adams Street Partnership Fund – 2007 U.S. Fund, L.P. (“AS 2007 US”) is the record owner of 7,857 shares of
common stock of the Issuer. Adams Street Partnership Fund – 2008 U.S. Fund, L.P. (“AS 2008 US”) is the
record owner of 10,077 shares of common stock of the Issuer. Adams Street Partnership Fund – 2009 U.S. Fund, L.P.
(“AS 2009 US”) is the record owner of 8,941 shares of common stock of the Issuer. Adams Street Partnership Fund
– 2010 U.S. Fund, L.P. (“AS 2010 US”) is the record owner of 6,290 shares of common stock of the Issuer.
Adams Street Partnership Fund – 2010 U.S. Fund – Series B, L.P. (“AS 2010 US Series B) is the record owner
of 1,401 shares of common stock of the Issuer. The shares of common stock owned by AS 2006, AS 2007, AS 2008, AS 2009, AS
2010, AS 2011, AS 2007 US, AS 2008 US, AS 2009 US, AS 2010 US and AS 2010 US Series B (the “Shares”) may be
deemed to be beneficially owned by Adams Street Partners, LLC, the general partner of each of AS 2007 US, AS 2008 US, AS 2009
US, AS 2010 US, AS 2010 US Series B, the managing member of the general partner of each of AS 2006, AS 2007, AS 2008, AS 2009
and AS 2010, and the managing member of the general partner of the general partner of AS 2011. Thomas S. Bremner, Jeffrey T.
Diehl, Elisha P. Gould, Robin Murray and Michael R. Zappert, each of whom is a partner of Adams Street Partners, LLC (or a
subsidiary thereof), may be deemed to have shared voting and investment power over the Shares. Adams Street Partners, LLC and
Thomas S. Bremner, Jeffrey T. Diehl, Elisha P. Gould, Robin Murray and Michael R. Zappert disclaim beneficial ownership of
the Shares except to the extent of their pecuniary interest therein.
Item 9.
Notice of Dissolution
of Group. Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further
filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their
individual capacity. See Item 5.
NOT APPLICABLE
Item 10
. Certifications
NOT APPLICABLE
SIGNATURE
After reasonable inquiry and to the best
of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Date: February 13, 2017
ADAMS STREET PARTNERS, LLC
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By:
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/s/ Sara Robinson Dasse
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Name:
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Sara Robinson Dasse
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Title
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Vice President
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ADAMS STREET 2006 DIRECT FUND, L.P.
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By:
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ASP 2006 Direct Management, LLC, its General Partner
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By:
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Adams Street Partners, LLC, its Managing Member
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By:
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/s/ Sara Robinson Dasse
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Name:
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Sara Robinson Dasse
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Title:
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Vice President
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ADAMS STREET 2007 DIRECT FUND, L.P.
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|
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By:
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ASP 2007 Direct Management, LLC, its General Partner
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By:
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Adams Street Partners, LLC, its Managing Member
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By:
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/s/ Sara Robinson Dasse
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Name:
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Sara Robinson Dasse
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Title:
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Vice President
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ADAMS STREET 2008 DIRECT FUND, L.P.
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By:
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ASP 2008 Direct Management, LLC, its General Partner
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By:
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Adams Street Partners, LLC, its Managing Member
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|
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By:
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/s/ Sara Robinson Dasse
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Name:
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Sara Robinson Dasse
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Title:
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Vice President
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ADAMS STREET 2009 DIRECT FUND, L.P.
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|
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By:
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ASP 2009 Direct Management, LLC, its General Partner
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By:
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Adams Street Partners, LLC, its Managing Member
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By:
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/s/ Sara Robinson Dasse
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Name:
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Sara Robinson Dasse
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Title:
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Vice President
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ADAMS STREET 2010 DIRECT FUND, L.P.
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By:
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ASP 2010 Direct Management, LLC, its General Partner
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By:
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Adams Street Partners, LLC, its Managing Member
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|
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By:
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/s/ Sara Robinson Dasse
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Name:
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Sara Robinson Dasse
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Title:
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Vice President
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|
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ADAMS STREET 2011 DIRECT FUND LP
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|
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By:
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ASP 2011 Direct Management LP, its General Partner
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By:
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ASP 2011 Direct Management LLC, its General Partner
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By:
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Adams Street Partners, LLC, its Managing Member
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|
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By:
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/s/ Sara Robinson Dasse
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Name:
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Sara Robinson Dasse
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Title:
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Vice President
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|
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ADAMS STREET PARTNERSHIP FUND – 2007 U.S. FUND, L.P.
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|
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By:
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Adams Street Partners, LLC, its General Partner
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|
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By:
|
/s/ Sara Robinson Dasse
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Name:
|
Sara Robinson Dasse
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Title:
|
Vice President
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|
|
ADAMS STREET PARTNERSHIP FUND – 2008 U.S. FUND, L.P.
|
|
|
By:
|
Adams Street Partners, LLC, its General Partner
|
|
|
By:
|
/s/ Sara Robinson Dasse
|
Name:
|
Sara Robinson Dasse
|
Title:
|
Vice President
|
|
|
ADAMS STREET PARTNERSHIP FUND – 2009 U.S. FUND, L.P.
|
|
|
By:
|
Adams Street Partners, LLC, its General Partner
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|
|
By:
|
/s/ Sara Robinson Dasse
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Name:
|
Sara Robinson Dasse
|
Title:
|
Vice President
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|
|
ADAMS STREET PARTNERSHIP FUND – 2010 U.S. FUND, L.P.
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|
|
By:
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Adams Street Partners, LLC, its General Partner
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|
|
By:
|
/s/ Sara Robinson Dasse
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Name:
|
Sara Robinson Dasse
|
Title:
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Vice President
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|
|
ADAMS STREET PARTNERSHIP FUND – 2010 U.S. FUND – SERIES B, L.P.
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|
|
By:
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Adams Street Partners, LLC, its General Partner
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|
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By:
|
/s/ Sara Robinson Dasse
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Name:
|
Sara Robinson Dasse
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Title:
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Vice President
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EXHIBIT 1
AGREEMENT TO MAKE A JOINT FILING
The undersigned hereby agree that this
Schedule 13G is filed by and on behalf of each of them.
Date: February 13, 2017
ADAMS STREET PARTNERS, LLC
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|
|
|
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By:
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/s/ Sara Robinson Dasse
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|
Name:
|
Sara Robinson Dasse
|
|
Title:
|
Vice President
|
|
|
|
ADAMS STREET 2006 DIRECT FUND, L.P.
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|
|
|
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By:
|
ASP 2006 Direct Management, LLC, its General Partner
|
|
By:
|
Adams Street Partners, LLC, its Managing Member
|
|
|
|
|
By:
|
/s/ Sara Robinson Dasse
|
|
Name:
|
Sara Robinson Dasse
|
|
Title:
|
Vice President
|
|
|
|
ADAMS STREET 2007 DIRECT FUND, L.P.
|
|
|
|
|
By:
|
ASP 2007 Direct Management, LLC, its General Partner
|
|
By:
|
Adams Street Partners, LLC, its Managing Member
|
|
|
|
|
By:
|
/s/ Sara Robinson Dasse
|
|
Name:
|
Sara Robinson Dasse
|
|
Title:
|
Vice President
|
|
|
|
ADAMS STREET 2008 DIRECT FUND, L.P.
|
|
|
|
|
By:
|
ASP 2008 Direct Management, LLC, its General Partner
|
|
By:
|
Adams Street Partners, LLC, its Managing Member
|
|
|
|
|
By:
|
/s/ Sara Robinson Dasse
|
|
Name:
|
Sara Robinson Dasse
|
|
Title:
|
Vice President
|
|
|
|
ADAMS STREET 2009 DIRECT FUND, L.P.
|
|
|
|
|
By:
|
ASP 2009 Direct Management, LLC, its General Partner
|
|
By:
|
Adams Street Partners, LLC, its Managing Member
|
|
|
|
|
By:
|
/s/ Sara Robinson Dasse
|
|
Name:
|
Sara Robinson Dasse
|
|
Title:
|
Vice President
|
|
|
|
ADAMS STREET 2010 DIRECT FUND, L.P.
|
|
|
|
|
By:
|
ASP 2010 Direct Management, LLC, its General Partner
|
|
By:
|
Adams Street Partners, LLC, its Managing Member
|
|
|
|
|
By:
|
/s/ Sara Robinson Dasse
|
|
Name:
|
Sara Robinson Dasse
|
|
Title:
|
Vice President
|
|
|
|
|
|
|
|
ADAMS STREET 2011 DIRECT FUND LP
|
|
|
|
|
By:
|
ASP 2011 Direct Management LP, its General Partner
|
|
By:
|
ASP 2011 Direct Management LLC, its General Partner
|
|
By:
|
Adams Street Partners, LLC, its Managing Member
|
|
|
|
|
By:
|
/s/ Sara Robinson Dasse
|
|
Name:
|
Sara Robinson Dasse
|
|
Title:
|
Vice President
|
|
|
|
|
|
|
|
ADAMS STREET PARTNERSHIP FUND – 2007 U.S. FUND, L.P.
|
|
|
By:
|
Adams Street Partners, LLC, its General Partner
|
|
|
By:
|
/s/ Sara Robinson Dasse
|
Name:
|
Sara Robinson Dasse
|
Title:
|
Vice President
|
|
|
ADAMS STREET PARTNERSHIP FUND – 2008 U.S. FUND, L.P.
|
|
|
By:
|
Adams Street Partners, LLC, its General Partner
|
|
|
By:
|
/s/ Sara Robinson Dasse
|
Name:
|
Sara Robinson Dasse
|
Title:
|
Vice President
|
|
|
ADAMS STREET PARTNERSHIP FUND – 2009 U.S. FUND, L.P.
|
|
|
By:
|
Adams Street Partners, LLC, its General Partner
|
|
|
By:
|
/s/ Sara Robinson Dasse
|
Name:
|
Sara Robinson Dasse
|
Title:
|
Vice President
|
|
|
ADAMS STREET PARTNERSHIP FUND – 2010 U.S. FUND, L.P.
|
|
|
By:
|
Adams Street Partners, LLC, its General Partner
|
|
|
By:
|
/s/ Sara Robinson Dasse
|
Name:
|
Sara Robinson Dasse
|
Title:
|
Vice President
|
|
|
ADAMS STREET PARTNERSHIP FUND – 2010 U.S. FUND – SERIES B, L.P.
|
|
|
By:
|
Adams Street Partners, LLC, its General Partner
|
|
|
By:
|
/s/ Sara Robinson Dasse
|
Name:
|
Sara Robinson Dasse
|
Title:
|
Vice President
|
|
|
|
|