Edgar Filing: INSTRUCTURE INC

Ownership Submission

FORM 3

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

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â EPIC VENTURE FUND IV, LLC

2. Date of Event Requiring Statement (Month/Day/Year)
11/12/2015

3. Issuer Name and Ticker or Trading Symbol
INSTRUCTURE INC [INST]

(Last)

(First)

(Middle)

C/O EPIC VENTURES,Â 15 W. SOUTH TEMPLE #500

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

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

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

(Street)

SALT LAKE CITY,Â UTÂ 84101

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	94,612	D ⁽¹⁾	Â
Common Stock	253,500	I ⁽¹⁾	By Epic Expansion Capital Annex, LLC ⁽¹⁾
Common Stock	35,911	I ⁽²⁾	By Zions SBIC LLC ⁽²⁾
Common Stock	39,149	I ⁽³⁾	By Kent I. Madsen ⁽³⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series A Preferred Stock	Â ⁽⁴⁾	Â ⁽⁵⁾	Common Stock	319,306	$ ⁽⁵⁾	I ⁽¹⁾	By Epic Expansion Capital Annex, LLC ⁽¹⁾
Series A Preferred Stock	Â ⁽⁴⁾	Â ⁽⁵⁾	Common Stock	1,352,194	$ ⁽⁵⁾	D ⁽¹⁾	Â
Series A Preferred Stock	Â ⁽⁴⁾	Â ⁽⁵⁾	Common Stock	26,623	$ ⁽⁵⁾	I ⁽²⁾	By Zions SBIC LLC ⁽²⁾
Series B Preferred Stock	Â ⁽⁶⁾	Â ⁽⁵⁾	Common Stock	784,314	$ ⁽⁵⁾	D ⁽¹⁾	Â
Series B Preferred Stock	Â ⁽⁶⁾	Â ⁽⁵⁾	Common Stock	784,313	$ ⁽⁵⁾	I ⁽²⁾	By Zions SBIC LLC ⁽²⁾
Series C Preferred Stock	Â ⁽⁷⁾	Â ⁽⁵⁾	Common Stock	378,799	$ ⁽⁵⁾	D ⁽¹⁾	Â
Series C Preferred Stock	Â ⁽⁷⁾	Â ⁽⁵⁾	Common Stock	143,777	$ ⁽⁵⁾	I ⁽²⁾	By Zions SBIC LLC ⁽²⁾
Series D Preferred Stock	Â ⁽⁸⁾	Â ⁽⁵⁾	Common Stock	62,892	$ ⁽⁵⁾	D ⁽¹⁾	Â
Series D Preferred Stock	Â ⁽⁸⁾	Â ⁽⁵⁾	Common Stock	213,836	$ ⁽⁵⁾	I ⁽²⁾	By Zions SBIC LLC ⁽²⁾
Series E Preferred Stock	Â ⁽⁹⁾	Â ⁽⁵⁾	Common Stock	273,710	$ ⁽⁵⁾	I ⁽¹⁾	By Epic Expansion Capital, LLC ⁽¹⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
EPIC VENTURE FUND IV, LLC C/O EPIC VENTURES 15 W. SOUTH TEMPLE #500 SALT LAKE CITY,Â UTÂ 84101	Â	Â X	Â	Â
Epic Expansion Capital Annex, LLC C/O EPIC VENTURES 15 W. SOUTH TEMPLE #500 SALT LAKE CITY,Â UTÂ 84101	Â	Â X	Â	Â
ZIONS SBIC LLC C/O EPIC VENTURES 15 W. SOUTH TEMPLE #500 SALT LAKE CITY,Â UTÂ 84101	Â	Â X	Â	Â
Epic Expansion Capital, LLC C/O EPIC VENTURES 15 W. SOUTH TEMPLE #500 SALT LAKE CITY,Â UTÂ 84101	Â	Â X	Â	Â
MADSEN KENT C/O EPIC VENTURES 15 W. SOUTH TEMPLE #500 SALT LAKE CITY,Â UTÂ 84101	Â	Â X	Â	Â

Signatures

Kent I. Madsen, Manager of Epic Management Partners LLC, Investment Manager of Epic Venture Fund IV, LLC		11/12/2015
^**Signature of Reporting Person		Date
Kent I. Madsen, Manager of ZWMC, IV, L.L.C. Investment Manager of Zions SBIC LLC		11/12/2015
^**Signature of Reporting Person		Date
Kent I. Madsen, Manager of Epic Management Partners, LLC, Investment Manager of Epic Expansion Capital Annex, LLC		11/12/2015
^**Signature of Reporting Person		Date
Kent I. Madsen, Manager of Epic Management Partners, LLC, Investment Manager of Epic Expansion Capital, LLC		11/12/2015
^**Signature of Reporting Person		Date
Kent I. Madsen, an individual		11/12/2015
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(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)	Epic Management Partners, LLC (EMP) is the investment manager of Epic Venture Fund IV, LLC (EVF IV), Epic Expansion Capital Annex, LLC (EECA) and Epic Expansion Capital, LLC (EEC) and has sole voting and investment power with regard to the shares held directly by EVF IV, EECA and EEC. E. Nicholaus Efstratis and Kent I. Madsen are the managers of EMP and, therefore, may be deemed to share voting and investment power with regard to the shares held by EVF IV, EECA and EEC. Each of such individuals disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The inclusion of these securities shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or any other purpose.
(2)	ZWMC IV, L.L.C. (ZWMC) is the investment manager of Zions SBIC LLC (Zions SBIC) and has sole voting and investment power with regard to the shares held directly by Zions SBIC. E. Nicholaus Efstratis and Kent I. Madsen are the managers of ZWMC and, therefore, may be deemed to share voting and investment power with regard to the shares held by Zions SBIC. Each of such individuals disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. The inclusion of these securities shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or any other purpose.
(3)	These shares are owned directly by Kent I. Madsen.
(4)	The Series A Preferred Stock is convertible into Common Stock of the Issuer at the option of the holder. The Series A Preferred Stock will automatically convert into Common Stock on a 1-to-1 basis upon the closing of the initial public offering of the Issuer.
(5)	Not applicable.
(6)	The Series B Preferred Stock is convertible into Common Stock of the Issuer at the option of the holder. The Series B Preferred Stock will automatically convert into Common Stock on a 1-to-1 basis upon the closing of the initial public offering of the Issuer.
(7)	The Series C Preferred Stock is convertible into Common Stock of the Issuer at the option of the holder. The Series C Preferred Stock will automatically convert into Common Stock on a 1-to-1 basis upon the closing of the initial public offering of the Issuer.
(8)	The Series D Preferred Stock is convertible into Common Stock of the Issuer at the option of the holder. The Series D Preferred Stock will automatically convert into Common Stock on a 1-to-1 basis upon the closing of the initial public offering of the Issuer.
(9)	The Series E Preferred Stock is convertible into Common Stock of the Issuer at the option of the holder. The Series E Preferred Stock will automatically convert into Common Stock upon closing of the initial public offering at a ratio dependent on the Issuer's initial public offering price.

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