SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1 (b),
(c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2
(Amendment No. 1)*
Marin Software Incorporated
(Name of Issuer)
Common Stock
(Title of Class of Securities)
56804T 10 6
(CUSIP Number)
December 31, 2020
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
o Rule 13d-1(c)
x Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on 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).
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CUSIP NO. 56804T 10 6 |
13 G |
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1 |
NAMES OF REPORTING PERSONS | ||
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | ||
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3 |
SEC USE ONLY | ||
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION | ||
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NUMBER OF SHARES |
5 |
SOLE VOTING POWER | |
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6 |
SHARED VOTING POWER | |
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7 |
SOLE DISPOSITIVE POWER | |
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8 |
SHARED DISPOSITIVE POWER | |
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) | ||
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
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12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||
(1) This statement on Schedule 13G is filed by DAG Ventures IV-QP, L.P. (“DAG IV-QP”), DAG Ventures IV-A, LLC (“DAG IV-A”), DAG Ventures IV, L.P. (“DAG IV”), DAG Ventures Management IV, LLC (“DAG IV LLC”), Messrs. R. Thomas Goodrich and John J. Cadeddu (collectively, the “Reporting Persons”). The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
(2) The shares consist of (i) 377,934 shares of Common Stock held by DAG IV-QP, (ii) 43,646 shares of Common Stock held by DAG IV-A and (iii) 39,944 shares of Common Stock held by DAG IV. DAG IV LLC serves as the general partner of DAG IV-QP and DAG IV, and serves as the manager of DAG IV-A. As such, DAG IV LLC possesses power to direct the voting and disposition of the shares owned by DAG IV-QP, DAG IV and DAG IV-A and may be deemed to have indirect beneficial ownership of the shares held by DAG IV-QP, DAG IV and DAG IV-A. DAG IV LLC owns no securities of the Issuer directly. Messrs. R. Thomas Goodrich and John J. Cadeddu are Managing Directors of DAG IV LLC. As such, Messrs. R. Thomas Goodrich and John J. Cadeddu possess power to direct the voting and disposition of the shares owned by DAG IV-QP, DAG IV and DAG IV-A and may be deemed to have indirect beneficial ownership of the shares held by DAG IV-QP, DAG IV and DAG IV-A. Messrs. R. Thomas Goodrich and John J. Cadeddu own no securities of the Issuer directly.
(3) This percentage is calculated based upon 9,742,702 shares of the Common Stock outstanding as of December 31, 2020 as set forth in the Issuer’s Form 8-K, filed with the Securities and Exchange Commission on February 25, 2021.
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CUSIP NO. 56804T 10 6 |
13 G |
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1 |
NAMES OF REPORTING PERSONS | ||
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | ||
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3 |
SEC USE ONLY | ||
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION | ||
|
NUMBER OF SHARES |
5 |
SOLE VOTING POWER | |
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|
6 |
SHARED VOTING POWER | |
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|
7 |
SOLE DISPOSITIVE POWER | |
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|
8 |
SHARED DISPOSITIVE POWER | |
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) | ||
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
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12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||
(1) This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
(2) The shares consist of (i) 377,934 shares of Common Stock held by DAG IV-QP, (ii) 43,646 shares of Common Stock held by DAG IV-A and (iii) 39,944 shares of Common Stock held by DAG IV. DAG IV LLC serves as the general partner of DAG IV-QP and DAG IV, and serves as the manager of DAG IV-A. As such, DAG IV LLC possesses power to direct the voting and disposition of the shares owned by DAG IV-QP, DAG IV and DAG IV-A and may be deemed to have indirect beneficial ownership of the shares held by DAG IV-QP, DAG IV and DAG IV-A. DAG IV LLC owns no securities of the Issuer directly. Messrs. R. Thomas Goodrich and John J. Cadeddu are Managing Directors of DAG IV LLC. As such, Messrs. R. Thomas Goodrich and John J. Cadeddu possess power to direct the voting and disposition of the shares owned by DAG IV-QP, DAG IV and DAG IV-A and may be deemed to have indirect beneficial ownership of the shares held by DAG IV-QP, DAG IV and DAG IV-A. Messrs. R. Thomas Goodrich and John J. Cadeddu own no securities of the Issuer directly.
(3) This percentage is calculated based upon 9,742,702 shares of the Common Stock outstanding as of December 31, 2020 as set forth in the Issuer’s Form 8-K, filed with the Securities and Exchange Commission on February 25, 2021.
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CUSIP NO. 56804T 10 6 |
13 G |
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|
1 |
NAMES OF REPORTING PERSONS | ||
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | ||
|
3 |
SEC USE ONLY | ||
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION | ||
|
NUMBER OF SHARES |
5 |
SOLE VOTING POWER | |
|
|
6 |
SHARED VOTING POWER | |
|
|
7 |
SOLE DISPOSITIVE POWER | |
|
|
8 |
SHARED DISPOSITIVE POWER | |
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) | ||
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
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12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||
(1) This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
(2) The shares consist of (i) 377,934 shares of Common Stock held by DAG IV-QP, (ii) 43,646 shares of Common Stock held by DAG IV-A and (iii) 39,944 shares of Common Stock held by DAG IV. DAG IV LLC serves as the general partner of DAG IV-QP and DAG IV, and serves as the manager of DAG IV-A. As such, DAG IV LLC possesses power to direct the voting and disposition of the shares owned by DAG IV-QP, DAG IV and DAG IV-A and may be deemed to have indirect beneficial ownership of the shares held by DAG IV-QP, DAG IV and DAG IV-A. DAG IV LLC owns no securities of the Issuer directly. Messrs. R. Thomas Goodrich and John J. Cadeddu are Managing Directors of DAG IV LLC. As such, Messrs. R. Thomas Goodrich and John J. Cadeddu possess power to direct the voting and disposition of the shares owned by DAG IV-QP, DAG IV and DAG IV-A and may be deemed to have indirect beneficial ownership of the shares held by DAG IV-QP, DAG IV and DAG IV-A. Messrs. R. Thomas Goodrich and John J. Cadeddu own no securities of the Issuer directly.
(3) This percentage is calculated based upon 9,742,702 shares of the Common Stock outstanding as of December 31, 2020 as set forth in the Issuer’s Form 8-K, filed with the Securities and Exchange Commission on February 25, 2021.
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CUSIP NO. 56804T 10 6 |
13 G |
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|
1 |
NAMES OF REPORTING PERSONS | ||
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | ||
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3 |
SEC USE ONLY | ||
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4 |
CITIZENSHIP OR PLACE OF ORGANIZATION | ||
|
NUMBER OF SHARES |
5 |
SOLE VOTING POWER | |
|
|
6 |
SHARED VOTING POWER | |
|
|
7 |
SOLE DISPOSITIVE POWER | |
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|
8 |
SHARED DISPOSITIVE POWER | |
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) | ||
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
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12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||
(1) This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
(2) The shares consist of (i) 377,934 shares of Common Stock held by DAG IV-QP, (ii) 43,646 shares of Common Stock held by DAG IV-A and (iii) 39,944 shares of Common Stock held by DAG IV. DAG IV LLC serves as the general partner of DAG IV-QP and DAG IV, and serves as the manager of DAG IV-A. As such, DAG IV LLC possesses power to direct the voting and disposition of the shares owned by DAG IV-QP, DAG IV and DAG IV-A and may be deemed to have indirect beneficial ownership of the shares held by DAG IV-QP, DAG IV and DAG IV-A. DAG IV LLC owns no securities of the Issuer directly. Messrs. R. Thomas Goodrich and John J. Cadeddu are Managing Directors of DAG IV LLC. As such, Messrs. R. Thomas Goodrich and John J. Cadeddu possess power to direct the voting and disposition of the shares owned by DAG IV-QP, DAG IV and DAG IV-A and may be deemed to have indirect beneficial ownership of the shares held by DAG IV-QP, DAG IV and DAG IV-A. Messrs. R. Thomas Goodrich and John J. Cadeddu own no securities of the Issuer directly.
(3) This percentage is calculated based upon 9,742,702 shares of the Common Stock outstanding as of December 31, 2020 as set forth in the Issuer’s Form 8-K, filed with the Securities and Exchange Commission on February 25, 2021.
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CUSIP NO. 56804T 10 6 |
13 G |
|
|
1 |
NAMES OF REPORTING PERSONS | ||
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | ||
|
3 |
SEC USE ONLY | ||
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION | ||
|
NUMBER OF SHARES |
5 |
SOLE VOTING POWER | |
|
|
6 |
SHARED VOTING POWER | |
|
|
7 |
SOLE DISPOSITIVE POWER | |
|
|
8 |
SHARED DISPOSITIVE POWER | |
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) | ||
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
|
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||
(1) This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
(2) The shares consist of (i) 377,934 shares of Common Stock held by DAG IV-QP, (ii) 43,646 shares of Common Stock held by DAG IV-A and (iii) 39,944 shares of Common Stock held by DAG IV. DAG IV LLC serves as the general partner of DAG IV-QP and DAG IV, and serves as the manager of DAG IV-A. As such, DAG IV LLC possesses power to direct the voting and disposition of the shares owned by DAG IV-QP, DAG IV and DAG IV-A and may be deemed to have indirect beneficial ownership of the shares held by DAG IV-QP, DAG IV and DAG IV-A. DAG IV LLC owns no securities of the Issuer directly. Messrs. R. Thomas Goodrich and John J. Cadeddu are Managing Directors of DAG IV LLC. As such, Messrs. R. Thomas Goodrich and John J. Cadeddu possess power to direct the voting and disposition of the shares owned by DAG IV-QP, DAG IV and DAG IV-A and may be deemed to have indirect beneficial ownership of the shares held by DAG IV-QP, DAG IV and DAG IV-A. Messrs. R. Thomas Goodrich and John J. Cadeddu own no securities of the Issuer directly.
(3) This percentage is calculated based upon 9,742,702 shares of the Common Stock outstanding as of December 31, 2020 as set forth in the Issuer’s Form 8-K, filed with the Securities and Exchange Commission on February 25, 2021.
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CUSIP NO. 56804T 10 6 |
13 G |
|
|
1 |
NAMES OF REPORTING PERSONS | ||
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | ||
|
3 |
SEC USE ONLY | ||
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION | ||
|
NUMBER OF SHARES |
5 |
SOLE VOTING POWER | |
|
|
6 |
SHARED VOTING POWER | |
|
|
7 |
SOLE DISPOSITIVE POWER | |
|
|
8 |
SHARED DISPOSITIVE POWER | |
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH | ||
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) | ||
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 | ||
|
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||
(1) This statement on Schedule 13G is filed by the Reporting Persons. The Reporting Persons expressly disclaim status as a “group” for purposes of this Schedule 13G.
(2) The shares consist of (i) 377,934 shares of Common Stock held by DAG IV-QP, (ii) 43,646 shares of Common Stock held by DAG IV-A and (iii) 39,944 shares of Common Stock held by DAG IV. DAG IV LLC serves as the general partner of DAG IV-QP and DAG IV, and serves as the manager of DAG IV-A. As such, DAG IV LLC possesses power to direct the voting and disposition of the shares owned by DAG IV-QP, DAG IV and DAG IV-A and may be deemed to have indirect beneficial ownership of the shares held by DAG IV-QP, DAG IV and DAG IV-A. DAG IV LLC owns no securities of the Issuer directly. Messrs. R. Thomas Goodrich and John J. Cadeddu are Managing Directors of DAG IV LLC. As such, Messrs. R. Thomas Goodrich and John J. Cadeddu possess power to direct the voting and disposition of the shares owned by DAG IV-QP, DAG IV and DAG IV-A and may be deemed to have indirect beneficial ownership of the shares held by DAG IV-QP, DAG IV and DAG IV-A. Messrs. R. Thomas Goodrich and John J. Cadeddu own no securities of the Issuer directly.
(3) This percentage is calculated based upon 9,742,702 shares of the Common Stock outstanding as of December 31, 2020 as set forth in the Issuer’s Form 8-K, filed with the Securities and Exchange Commission on February 25, 2021.
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CUSIP NO. 56804T 10 6 |
13 G |
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Introductory Note: This statement on Schedule 13G is filed on behalf of the Reporting Persons, in respect of shares of Common Stock, par value $0.001 per share (“Common Stock”), of Marin Software Incorporated (the “Issuer”).
Item 1(a) Name of Issuer:
Item 1(b) Address of issuer’s principal executive offices:
Marin Software Incorporated
123 Mission Street, 25th Floor
San Francisco, California 94105, United States of America
Items 2(a) Name of Reporting Persons filing:
DAG Ventures IV-QP, L.P. (“DAG IV-QP”)
DAG Ventures IV-A, LLC (“DAG IV-A”)
DAG Ventures IV, L.P. (“DAG IV”)
DAG Ventures Management IV, LLC (“DAG IV LLC”)
R. Thomas Goodrich
John J. Cadeddu
Item 2(b) Address or principal business office or, if none, residence:
DAG Ventures
251 Lytton Avenue, Suite 200
Palo Alto, California 94301, United States of America
Item 2(c) Citizenship:
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Name |
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Citizenship or Place of Organization |
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DAG IV-QP |
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Delaware, United States of America |
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DAG IV-A |
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Delaware, United States of America |
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DAG IV |
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Delaware, United States of America |
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DAG IV LLC |
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Delaware, United States of America |
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R. Thomas Goodrich |
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United States of America |
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John J. Cadeddu |
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United States of America |
Item 2(d) Title of class of securities:
Common Stock
Item 2(e) CUSIP No.:
56804T 10 6
Item 3 If this statement is filed pursuant to §§ 240.13d-1(b), or 240.13d-2(b) or (c), check whether the person filings is a:
Not applicable.
Item 4 Ownership
The following information with respect to the ownership of Common Stock of the Issuer by the Reporting Persons filing this statement on Schedule 13G as of December 31, 2020:
|
Reporting Persons |
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Shares Held |
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Shared |
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Shared |
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Beneficial |
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Percentage |
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DAG IV-QP |
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377,934 |
|
461,524 |
|
461,524 |
|
461,524 |
|
4.7 |
% |
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DAG IV-A |
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43,646 |
|
461,524 |
|
461,524 |
|
461,524 |
|
4.7 |
% |
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DAG IV |
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39,944 |
|
461,524 |
|
461,524 |
|
461,524 |
|
4.7 |
% |
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DAG IV LLC (2) |
|
0 |
|
461,524 |
|
461,524 |
|
461,524 |
|
4.7 |
% |
|
R. Thomas Goodrich (2) |
|
0 |
|
461,524 |
|
461,524 |
|
461,524 |
|
4.7 |
% |
|
John J. Cadeddu (2) |
|
0 |
|
461,524 |
|
461,524 |
|
461,524 |
|
4.7 |
% |
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CUSIP NO. 56804T 10 6 |
13 G |
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(1) Represents the number of shares of Common Stock currently underlying all Securities held by the Reporting Persons.
(2) DAG IV LLC serves as the general partner of DAG IV-QP and DAG IV, and serves as the manager of DAG IV-A. As such, DAG IV LLC possesses power to direct the voting and disposition of the shares owned by DAG IV-QP, DAG IV and DAG IV-A and may be deemed to have indirect beneficial ownership of the shares held by DAG IV-QP, DAG IV and DAG IV-A. DAG IV LLC owns no securities of the Issuer directly. Messrs. R. Thomas Goodrich and John J. Cadeddu are Managing Directors of DAG IV LLC. As such, Messrs. R. Thomas Goodrich and John J. Cadeddu possess power to direct the voting and disposition of the shares owned by DAG IV-QP, DAG IV and DAG IV-A and may be deemed to have indirect beneficial ownership of the shares held by DAG IV-QP, DAG IV and DAG IV-A. Messrs. R. Thomas Goodrich and John J. Cadeddu own no securities of the Issuer directly.
(3) This percentage is calculated based upon 9,742,702 shares of the Common Stock outstanding as of December 31, 2020 as set forth in the Issuer’s Form 8-K, filed with the Securities and Exchange Commission on February 25, 2021.
Item 5 Ownership of 5 Percent or Less of a Class
Not applicable.
Item 6 Ownership of More than 5 Percent on Behalf of Another Person
If this statement is being filed to report the fact that as of the date hereof, the Reporting Persons have ceased to be the beneficial owner of more than five percent of the class of securities, check the following: x
Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person
Not applicable.
Item 8 Identification and Classification of Members of the Group
Not applicable.
Item 9 Notice of Dissolution of Group
Not applicable.
Item 10 Certifications
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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CUSIP NO. 56804T 10 6 |
13 G |
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SIGNATURES
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.
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Dated: |
February 26, 2021 |
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DAG VENTURES IV-QP, L.P. |
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BY: |
DAG VENTURES MANAGEMENT IV, LLC |
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ITS: |
GENERAL PARTNER |
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By: |
/s/ R. Thomas Goodrich |
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R. Thomas Goodrich |
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Managing Director |
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DAG VENTURES IV-A, LLC |
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BY: |
DAG VENTURES MANAGEMENT IV, LLC |
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ITS: |
MANAGER |
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By: |
/s/ R. Thomas Goodrich |
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R. Thomas Goodrich |
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Managing Director |
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DAG VENTURES IV, L.P. |
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BY: |
DAG VENTURES MANAGEMENT IV, LLC |
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ITS: |
GENERAL PARTNER |
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By: |
/s/ R. Thomas Goodrich |
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R. Thomas Goodrich |
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Managing Director |
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DAG VENTURES MANAGEMENT IV, LLC |
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/s/ R. Thomas Goodrich |
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R. Thomas Goodrich |
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Managing Director |
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/s/ R. Thomas Goodrich |
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R. Thomas Goodrich |
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/s/ John J. Cadeddu |
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John J. Cadeddu |
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Exhibit(s):
Exhibit 99.1: Joint Filing Statement
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CUSIP NO. 56804T 10 6 |
13 G |
|
AGREEMENT
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13G need be filed with respect to the ownership by each of the undersigned of Common Stock of Marin Software Incorporated
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Dated: |
February 26, 2021 |
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DAG VENTURES IV-QP, L.P. |
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BY: |
DAG VENTURES MANAGEMENT IV, LLC |
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ITS: |
GENERAL PARTNER |
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By: |
/s/ R. Thomas Goodrich |
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R. Thomas Goodrich |
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Managing Director |
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DAG VENTURES IV-A, LLC |
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BY: |
DAG VENTURES MANAGEMENT IV, LLC |
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ITS: |
MANAGER |
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By: |
/s/ R. Thomas Goodrich |
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R. Thomas Goodrich |
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Managing Director |
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DAG VENTURES IV, L.P. |
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BY: |
DAG VENTURES MANAGEMENT IV, LLC |
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ITS: |
GENERAL PARTNER |
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By: |
/s/ R. Thomas Goodrich |
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R. Thomas Goodrich |
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Managing Director |
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DAG VENTURES MANAGEMENT IV, LLC |
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/s/ R. Thomas Goodrich |
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R. Thomas Goodrich |
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Managing Director |
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/s/ R. Thomas Goodrich |
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R. Thomas Goodrich |
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/s/ John J. Cadeddu |
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John J. Cadeddu |
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