Edgar Filing: HOAG JAY C

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

OMB APPROVAL

OMB Number:

3235-0104

Expires:

January 31, 2005

Estimated average burden hours per response...

0.5

(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â HOAG JAY C

2. Date of Event Requiring Statement (Month/Day/Year)
03/21/2012

3. Issuer Name and Ticker or Trading Symbol
ExactTarget, Inc. [ET]

(Last)

(First)

(Middle)

C/O TECHNOLOGY CROSSOVER VENTURES,Â 528 RAMONA STREET

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

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	__X__ Other (specify below)
May be part of a 13(g) group

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

(Street)

PALO ALTO,Â CAÂ 94301

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	57,462	I	TCV VII, L.P. ⁽¹⁾ ⁽²⁾
Common Stock	29,842	I	TCV VII (A), L.P. ⁽¹⁾ ⁽³⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
	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 control number.

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 D Convertible Preferred Stock	Â ⁽⁴⁾	Â ⁽⁴⁾	Common Stock	7,038,600 ⁽⁵⁾	$ ⁽⁴⁾	I	TCV VII, L.P. ⁽¹⁾ ⁽²⁾
Series F Convertible Preferred Stock	Â ⁽⁶⁾	Â ⁽⁶⁾	Common Stock	1,330,834 ⁽⁷⁾	$ ⁽⁶⁾	I	TCV VII, L.P. ⁽¹⁾ ⁽²⁾
Series G Convertible Preferred Stock	Â ⁽⁸⁾	Â ⁽⁸⁾	Common Stock	1,018,220 ⁽⁹⁾	$ ⁽⁸⁾	I	TCV VII, L.P. ⁽¹⁾ ⁽²⁾
Series D Convertible Preferred Stock	Â ⁽⁴⁾	Â ⁽⁴⁾	Common Stock	3,655,314 ⁽¹⁰⁾	$ ⁽⁴⁾	I	TCV VII (A), L.P. ⁽¹⁾ ⁽³⁾
Series F Convertible Preferred Stock	Â ⁽⁶⁾	Â ⁽⁶⁾	Common Stock	691,132 ⁽¹¹⁾	$ ⁽⁶⁾	I	TCV VII (A), L.P. ⁽¹⁾ ⁽³⁾
Series G Convertible Preferred Stock	Â ⁽⁸⁾	Â ⁽⁸⁾	Common Stock	528,784 ⁽¹²⁾	$ ⁽⁸⁾	I	TCV VII (A), L.P. ⁽¹⁾ ⁽³⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
HOAG JAY C C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO,Â CAÂ 94301	Â	Â X	Â	May be part of a 13(g) group
KIMBALL RICK C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO,Â CAÂ 94301	Â	Â X	Â	May be part of a 13(g) group
DREW JOHN C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO,Â CAÂ 94301	Â	Â X	Â	May be part of a 13(g) group
REYNOLDS JON Q JR C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO,Â CAÂ 94301	Â	Â X	Â	May be part of a 13(g) group
Trudeau Robert C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO,Â CAÂ 94301	Â	Â X	Â	May be part of a 13(g) group
Marshall Christopher P C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO,Â CAÂ 94301	Â	Â X	Â	May be part of a 13(g) group
TCV VII LP C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO,Â CAÂ 94301	Â	Â X	Â	May be part of a 13(g) group
TCV VII(A) L P C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO,Â CAÂ 94301	Â	Â X	Â	May be part of a 13(g) group
Technology Crossover Management VII, Ltd. C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO,Â CAÂ 94301	Â	Â X	Â	May be part of a 13(g) group
Technology Crossover Management VII, L.P. C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET PALO ALTO,Â CAÂ 94301	Â	Â X	Â	May be part of a 13(g) group

Signatures

Frederic D. Fenton, Authorized signatory for TCV VII, L.P.		03/21/2012
^**Signature of Reporting Person		Date
Frederic D. Fenton, Authorized signatory for TCV VII (A), L.P.		03/21/2012
^**Signature of Reporting Person		Date
Frederic D. Fenton, Authorized signatory for Technology Crossover Management VII, Ltd.		03/21/2012
^**Signature of Reporting Person		Date
Frederic D. Fenton, Authorized signatory for Technology Crossover Management VII, L.P.		03/21/2012
^**Signature of Reporting Person		Date
Frederic D. Fenton, Authorized signatory for Jay C. Hoag		03/21/2012
^**Signature of Reporting Person		Date
Frederic D. Fenton, Authorized signatory for Richard H. Kimball		03/21/2012
^**Signature of Reporting Person		Date
Frederic D. Fenton, Authorized signatory for John L. Drew		03/21/2012
^**Signature of Reporting Person		Date
Frederic D. Fenton, Authorized signatory for Jon Q. Reynolds, Jr.		03/21/2012
^**Signature of Reporting Person		Date
Frederic D. Fenton, Authorized signatory for Robert W. Trudeau		03/21/2012
^**Signature of Reporting Person		Date
Frederic D. Fenton, Authorized signatory for Christopher P. Marshall		03/21/2012
^**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)	This Form 3 is filed by more than one Reporting Person and is a joint filing with the Form 3 filed by TCV Member Fund, L.P. and Timothy P. McAdam, John C. Rosenberg, and David L. Yuan (and, together with Jay C. Hoag, Richard H. Kimball, John L. Drew, Jon Q. Reynolds, Jr., Robert W. Trudeau, and Christopher P. Marshall, the "Class A Directors") on March 21, 2012.
(2)	These securities are held directly by TCV VII, L.P. The Class A Directors are Class A Directors of Technology Crossover Management VII, Ltd. ("Management VII") and limited partners of Technology Crossover Management VII, L.P. ("TCM VII") . Management VII is the general partner of TCM VII, which is the general partner of TCV VII, L.P. The Class A Directors, Management VII and TCM VII may be deemed to beneficially own the securities held by TCV VII, L.P., but each of the Class A Directors, Management VII and TCM VII disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. Management VII has no pecuniary interest in any of the securities that are being jointly reported by the Reporting Persons on this Form 3.
(3)	These securities are held directly by TCV VII (A), L.P. The Class A Directors are Class A Directors of Management VII and limited partners of TCM VII . Management VII is the general partner of TCM VII, which is the general partner of TCV VII (A), L.P. The Class A Directors, Management VII and TCM VII may be deemed to beneficially own the securities held by TCV VII (A), L.P., but each of the Class A Directors, Management VII and TCM VII disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. Management VII has no pecuniary interest in any of the securities that are being jointly reported by the Reporting Persons on this Form 3.
(4)	Shares of Series D Convertible Preferred Stock are convertible at any time at the election of the Reporting Persons and will automatically convert into Common Stock on a 2-for-1 basis immediately upon the closing of the Issuer's initial public offering. There is no expiration date.
(5)	Represents number of shares of Common Stock underlying 3,519,300 shares of Series D Convertible Preferred Stock.
(6)	Shares of Series F Convertible Preferred Stock are convertible at any time at the election of the Reporting Persons and will automatically convert into Common Stock on a 2-for-1 basis immediately upon the closing of the Issuer's initial public offering. There is no expiration date.
(7)	Represents number of shares of Common Stock underlying 665,417 shares of Series F Convertible Preferred Stock.
(8)	Shares of Series G Convertible Preferred Stock are convertible at any time at the election of the Reporting Persons and will automatically convert into Common Stock on a 2-for-1 basis immediately upon the closing of the Issuer's initial public offering. There is no expiration date.
(9)	Represents number of shares of Common Stock underlying 509,110 shares of Series G Convertible Preferred Stock.
(10)	Represents number of shares of Common Stock underlying 1,827,657 shares of Series D Convertible Preferred Stock.
(11)	Represents number of shares of Common Stock underlying 345,566 shares of Series F Convertible Preferred Stock.
(12)	Represents number of shares of Common Stock underlying 264,392 shares of Series G Convertible Preferred Stock.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.