Page 1 of 12

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Schedule 13G

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b)

(Amendment No. 3)*

 

Bazaarvoice, Inc.
(Name of Issuer)
 
Common Stock
(Title of Class of Securities)
 
073271108
(CUSIP Number)
 
December 31, 2015
(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

¨Rule 13d-1(b)

 

¨Rule 13d-1(c)

 

xRule 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).

 

(Continued on following pages)

 

Page 1 of 12

Exhibit Index on Page 10

 

 

 

 

CUSIP # 073271108 Page 2 of 12

 

1

NAME OF REPORTING

SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Austin Ventures VIII, L.P. (“AV VIII”)

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)         ¨        (b)         x

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

-0-

  6

SHARED VOTING POWER

-0-

  7

SOLE DISPOSITIVE POWER

-0-

  8

SHARED DISPOSITIVE POWER

-0-

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -0-
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%
12 TYPE OF REPORTING PERSON PN

 

 

 

 

CUSIP # 073271108 Page 3 of 12

 

1

NAME OF REPORTING

SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

AV Partners VIII, L.P.

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)         ¨        (b)         x

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

-0-

  6

SHARED VOTING POWER

-0-

  7

SOLE DISPOSITIVE POWER

-0-

  8

SHARED DISPOSITIVE POWER

-0-

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON -0-
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.0%
12 TYPE OF REPORTING PERSON PN

 

 

 

 

CUSIP # 073271108 Page 4 of 12

 

1

NAME OF REPORTING

SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Joseph C. Aragona

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)         ¨        (b)         x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

U.S. Citizen

NUMBER OF 5

SOLE VOTING POWER

202,924 shares.

SHARES

BENEFICIALLY

OWNED BY EACH
REPORTING

PERSON

WITH

6

SHARED VOTING POWER

-0-

  7

SOLE DISPOSITIVE POWER

202,924 shares.

  8

SHARED DISPOSITIVE POWER

-0-

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 202,924
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.2%
12 TYPE OF REPORTING PERSON IN

 

 

 

 

CUSIP # 073271108 Page 5 of 12

 

1

NAME OF REPORTING

SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Kenneth P. DeAngelis

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)         ¨        (b)         x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

U.S. Citizen

NUMBER OF 5

SOLE VOTING POWER

239,164 shares.

SHARES

BENEFICIALLY

OWNED BY EACH
REPORTING

PERSON

WITH

6

SHARED VOTING POWER

-0-

  7

SOLE DISPOSITIVE POWER

239,164 shares.

  8

SHARED DISPOSITIVE POWER

-0-

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 239,164
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.3%
12 TYPE OF REPORTING PERSON IN

 

 

 

 

CUSIP # 073271108 Page 6 of 12

 

1

NAME OF REPORTING

SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Christopher A. Pacitti

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)         ¨        (b)         x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

U.S. Citizen

NUMBER OF 5

SOLE VOTING POWER

181,209 shares.

SHARES

BENEFICIALLY

OWNED BY EACH
REPORTING

PERSON

WITH

6

SHARED VOTING POWER

-0-

  7

SOLE DISPOSITIVE POWER

181,209 shares.

  8

SHARED DISPOSITIVE POWER

-0-

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 181,209
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.2%
12 TYPE OF REPORTING PERSON IN

 

 

 

 

CUSIP # 073271108 Page 7 of 12

 

1

NAME OF REPORTING

SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

John D. Thornton

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)         ¨        (b)         x

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

U.S. Citizen

NUMBER OF 5

SOLE VOTING POWER

167,566 shares.

SHARES

BENEFICIALLY

OWNED BY EACH
REPORTING

PERSON

WITH

6

SHARED VOTING POWER

-0-

  7

SOLE DISPOSITIVE POWER

167,566 shares.

  8

SHARED DISPOSITIVE POWER

-0-

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 167,566
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0.2%
12 TYPE OF REPORTING PERSON IN

 

 

 

 

CUSIP # 073271108 Page 8 of 12

 

This Amendment No. 3 amends the Statement on Schedule 13G previously filed by Austin Ventures VIII, L.P., a Delaware limited partnership, AV Partners VIII, L.P., a Delaware limited partnership, Joseph C. Aragona, Kenneth P. DeAngelis, Christopher A. Pacitti and John D. Thornton. The foregoing entities and individuals are collectively referred to as the “Reporting Persons.” Only those items as to which there has been a change are included in this Amendment No. 3.

 

ITEM 4.OWNERSHIP

 

The following information with respect to the ownership of the Common Stock of the issuer by the person filing this Statement is provided as of December 31, 2015.

 

(a)Amount beneficially owned:

 

See Row 9 of cover page for each Reporting Person.

 

(b)Percent of Class:

 

See Row 11 of cover page for each Reporting Person.

 

(c)Number of shares as to which such person has:

 

(i)Sole power to vote or to direct the vote:

 

See Row 5 of cover page for each Reporting Person.

 

(ii)Shared power to vote or to direct the vote:

 

See Row 6 of cover page for each Reporting Person.

 

(iii)Sole power to dispose or to direct the disposition of:

 

See Row 7 of cover page for each Reporting Person.

 

(iv)Shared power to dispose or to direct the disposition of:

 

See Row 8 of cover page for each Reporting Person.

 

ITEM 5.OWNERSHIP OF FIVE 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 five percent of the class of securities, check the following:         x Yes

 

 

 

 

CUSIP # 073271108 Page 9 of 12

 

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.

 

Dated: February 11, 2016

 

AUSTIN VENTURES VIII, L.P. /s/ Kevin Kunz
By AV Partners VIII, L.P., Signature
Its General Partner  
  Kevin Kunz
  Chief Financial Officer/Attorney-In-Fact
   
AV PARTNERS VIII, L.P. /s/ Kevin Kunz
  Signature
   
  Kevin Kunz
  Chief Financial Officer/Attorney-In-Fact
   
JOSEPH C. ARAGONA /s/ Kevin Kunz
  Signature
   
  Kevin Kunz
  Chief Financial Officer/Attorney-In-Fact
   
KENNETH P. DeANGELIS /s/ Kevin Kunz
  Signature
   
  Kevin Kunz
  Chief Financial Officer/Attorney-In-Fact
   
CHRISTOPHER A. PACITTI /s/ Kevin Kunz
  Signature
   
  Kevin Kunz
  Chief Financial Officer/Attorney-In-Fact
   
JOHN D. THORNTON /s/ Kevin Kunz
  Signature
   
  Kevin Kunz
  Chief Financial Officer/Attorney-In-Fact

 

 

 

 

CUSIP # 073271108 Page 10 of 12

 

EXHIBIT INDEX

 

    Found on
Sequentially
Exhibit   Numbered Page
     
Exhibit A:  Agreement of Joint Filing   11
     
Exhibit B: Power of Attorney   12

 

 

 

 

CUSIP # 073271108 Page 11 of 12

 

exhibit A

 

Agreement of Joint Filing

 

Note that a copy of the applicable Agreement of Joint Filing is already on file with the appropriate agencies.

 

 

 

 

CUSIP # 073271108 Page 12 of 12

 

EXHIBIT B

 

Power of Attorney

 

Note that a copy of the applicable Power of Attorney is already on file with the appropriate agencies.