SEC Info - Stevens Mark A, et al. - ‘4’ for 7/24/07 re: Netezza Corp.

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL X

(Last)

(First)

(Middle)

3000 SAND HILL ROAD

BUILDING 4-180

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
NETEZZA CORP [ NZ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
7/24/07

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	7/24/07		C		5,328,888	A	⁽¹⁾	5,408,684 ⁽²⁾	D
Common Stock	7/24/07		C		475,125	A	⁽¹⁾	482,239 ⁽³⁾	D
Common Stock	7/24/07		C		767,559	A	⁽¹⁾	779,052 ⁽⁴⁾	D
Common Stock	7/24/07		C		289,247	A	⁽¹⁾	5,697,931 ⁽²⁾	D
Common Stock	7/24/07		C		25,789	A	⁽¹⁾	508,028 ⁽³⁾	D
Common Stock	7/24/07		C		41,662	A	⁽¹⁾	820,714 ⁽⁴⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series C Convertible Preferred Stock	⁽¹⁾	7/24/07		C			10,657,777	⁽¹⁾	⁽⁵⁾	Common Stock	5,328,888 ⁽¹⁾ ⁽²⁾	$0.00	0	D
Series C Convertible Preferred Stock	⁽¹⁾	7/24/07		C			950,250	⁽¹⁾	⁽⁵⁾	Common Stock	475,125 ⁽¹⁾ ⁽³⁾	$0.00	0	D
Series C Convertible Preferred Stock	⁽¹⁾	7/24/07		C			1,535,119	⁽¹⁾	⁽⁵⁾	Common Stock	767,559 ⁽¹⁾ ⁽⁴⁾	$0.00	0	D
Series D Convertible Preferred Stock	⁽¹⁾	7/24/07		C			578,495	⁽¹⁾	⁽⁵⁾	Common Stock	289,247 ⁽¹⁾ ⁽²⁾	$0.00	0	D
Series D Convertible Preferred Stock	⁽¹⁾	7/24/07		C			51,579	⁽¹⁾	⁽⁵⁾	Common Stock	25,789 ⁽¹⁾ ⁽³⁾	$0.00	0	D
Series D Convertible Preferred Stock	⁽¹⁾	7/24/07		C			83,325	⁽¹⁾	⁽⁵⁾	Common Stock	41,662 ⁽¹⁾ ⁽⁴⁾	$0.00	0	D

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL X

(Last)

(First)

(Middle)

3000 SAND HILL ROAD

BUILDING 4-180

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SEQUOIA CAPITAL X PRINCIPALS FUND LLC

(Last)

(First)

(Middle)

300 SAND HILL ROAD

BUILDING 4-180

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SEQUOIA TECHNOLOGY PARTNERS X LP

(Last)

(First)

(Middle)

3000 SAND HILL ROAD

BUILDING 4-180

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

SC X MANAGEMENT LLC

(Last)

(First)

(Middle)

3000 SAND HILL ROAD

BUILDING 4-180

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

GOGUEN MICHAEL L

(Last)

(First)

(Middle)

3000 SAND HILL ROAD

BUILDING 4-180

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

KVAMME MARK

(Last)

(First)

(Middle)

3000 SAND HILL ROAD

BUILDING 4-180

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

LEONE DOUGLAS M

(Last)

(First)

(Middle)

3000 SAND HILL ROAD

BUILDING 4-180

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

MORITZ MICHAEL J

(Last)

(First)

(Middle)

3000 SAND HILL ROAD

BUILDING 4-180

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

STEVENS MARK A

(Last)

(First)

(Middle)

3000 SAND HILL ROAD

BUILDING 4-180

(Street)

MENLO PARK

94025

(City)

(State)

(Zip)

Explanation of Responses:

(1) The Series C and Series D Convertible Preferred Stock converted into Common Stock on a 1-for-2 basis upon the closing of the Issuer's initial public offering without payment of consideration.

(2) These securities are owned solely by Sequoia Capital X. SCX Management, LLC is the general partner of Sequoia Capital X. Michael L. Goguen, Mark Kvamme, Douglas M. Leone, Michael J. Moritz, and Mark Stevens are the Managing Members of SC X Management, LLC and exercise shared voting and investment power over the shares held by Sequoia Capital X. Each of the filing persons disclaims beneficial ownership of the shares except to the extent of his or its pecuniary interest therein.

(3) These securities are owned solely by Sequoia Capital X Principals Fund, L.L.C. SCX Management, LLC is the Managing Member of Sequoia Capital X Principals Fund, L.L.C. Michael L. Goguen, Mark Kvamme, Douglas M. Leone, Michael J. Moritz, and Mark Stevens are the Managing Members of SC X Management, LLC and exercise shared voting and investment power over the shares held by Sequoia Capital X Principals Fund. Each of the filing persons disclaims beneficial ownership of the shares except to the extent of his or its pecuniary interest therein.

(4) These securities are owned solely by Sequoia Technology Partners X. SCX Management, LLC is the general partner of Sequoia Technology Partners X. Michael L. Goguen, Mark Kvamme, Douglas M. Leone, Michael J. Moritz, and Mark Stevens are the Managing Members of SC X Management, LLC and exercise shared voting and investment power over the shares held by Sequoia Technology Partners X. Each of the filing persons disclaims beneficial ownership of the shares except to the extent of his or its pecuniary interest therein.

(5) Not applicable.

Remarks:

	/s/ Michael Crowley (as attorney-in-fact for Sequoia Capital X)	7/26/07
	/s/ Michael Crowley (as attorney-in-fact for Sequoia Capital X Principals Fund LLC)	7/26/07
	/s/ Michael Crowley (as attorney-in-fact for Sequoia Technology Partners X LP)	7/26/07
	/s/ Michael Crowley (as attorney-in-fact for SCX Management LLC)	7/26/07
	/s/ Michael Crowley (as attorney-in-fact for Michael L. Goguen)	7/26/07
	/s/ Michael Crowley (as attorney-in-fact for Mark Kvamme)	7/26/07
	/s/ Michael Crowley (as attorney-in-fact for Douglas M. Leone)	7/26/07
	/s/ Michael Crowley (as attorney-in-fact for Michael J. Moritz)	7/26/07
	/s/ Michael Crowley (as attorney-in-fact for Mark A. Stevens)	7/26/07
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

____________ Transaction Code:
C	Conversion of derivative security.

Stevens Mark A, et al. – ‘4’ for 7/24/07 re: Netezza Corp.

On: Thursday, 7/26/07, at 1:52pm ET · For: 7/24/07 · As: 10% Owner · Accession #: 1209191-7-43928 · File #: 1-33445

Previous ‘4’: ‘4’ on 4/3/07 for 3/30/07 · Next: ‘4’ on 5/28/08 for 5/23/08 · Latest: ‘4’ on 4/9/24 for 4/5/24

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34
Filing Table of Contents

‘4’ — Form 4 Submission — doc4.xml/2.2

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Stevens Mark A, et al. – ‘4’ for 7/24/07 re: Netezza Corp.

On: Thursday, 7/26/07, at 1:52pm ET · For: 7/24/07 · As: 10% Owner · Accession #: 1209191-7-43928 · File #: 1-33445

Previous ‘4’: ‘4’ on 4/3/07 for 3/30/07 · Next: ‘4’ on 5/28/08 for 5/23/08 · Latest: ‘4’ on 4/9/24 for 4/5/24

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34Filing Table of Contents

‘4’ — Form 4 Submission — doc4.xml/2.2

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34
Filing Table of Contents