| 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 |
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| 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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
EQUINIX INC [ EQIX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/25/2005 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) 02/15/2005 |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 01/25/2005 | J(5) | 4,135 | D | $0(5) | 4,135 | D(5) | |||
| Common Stock | 02/11/2005 | J(6) | 154,350 | D | $0(6) | 1,733,423 | I | See Notes(1)(2)(3)(4) | ||
| Common Stock | 02/11/2005 | J(7) | 700 | A | $0(7) | 700 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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1. Name and Address of Reporting Person*
(Street)
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| Explanation of Responses: |
| 1. The reporting persons (the "Reporting Persons") are Crosslink Capital, Inc. ("Crosslink"), Crossover Fund III Management, L.L.C. ("Crossover III Management"), Crosslink Ventures IV Holdings, L.L.C. ("Ventures IV Holdings"), Crosslink Verwaltungs GmbH ("Verwaltungs"), Michael J. Stark, Seymour F. Kaufman, Jim Feuille, Dave Epstein, Daniel John Dunn, Thomas Edward Bliska and Gary Hromadko. Crosslink is an investment adviser to investment funds of which Crossover III Management, Ventures IV Holdings or Verwaltungs is the general partner, manager or the holder of Class B Units, and other investment funds. Crossover III Management is also the investment adviser to investment funds. |
| 2. Mr. Stark and Mr. Kaufman are control persons of Crosslink. Mr. Stark, Mr. Kaufman, Mr. Bliska, Mr. Dunn, Mr. Feuille and Mr. Epstein are control persons of Crossover III Management. Mr. Stark is a control person of Ventures IV Holdings and Verwaltungs. Mr. Hromadko is a member of the Issuer's board of directors and serves as the representative of the Reporting Persons. |
| 3. Crosslink, Crossover III Management, Ventures IV Holdings, Verwaltungs, Mr. Stark, Mr. Kaufman, Mr. Feuille, Mr. Epstein, Mr. Dunn, Mr. Bliska and Mr. Hromadko are filing this Form 4 jointly and constitute a group, within the meaning of Rule 13d-5(b) under the Securities Exchange Act of 1934, as amended, but disclaim membership in a group, with any other person. These securities are held directly by investment funds to which Crosslink or Crossover III Management is investment adviser (the "Funds") for the benefit of the investors in the Funds. |
| 4. These securities are indirectly beneficially owned by Crosslink or Crossover III Management as the investment adviser to the Funds, by Crossover III Management, Ventures IV Holdings and Verwaltungs as the general partner, manager or holder of Class B Units of the Funds, and by Mr. Stark, Mr. Kaufman, Mr. Feuille, Mr. Epstein, Mr. Bliska and Mr. Dunn as the various control persons of those entities. The Reporting Persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein. No client of Crosslink or Crossover III Management, including the Funds, holds more than 10% of the Issuer's outstanding common stock. The amount in Column 5 includes 34,243 shares beneficially owned directly by the Reporting Persons as of February 11, 2005. |
| 5. These securities were beneficially owned directly by Mr. Kaufman. They were transferred to his ex-wife as part of a comprehensive division of marital assets in connection with their divorce settlement that became effective on January 25, 2005. The zero in Column 4 is a placeholder only that is required by the EDGAR software. |
| 6. On February 11, 2005, investment funds for which Crosslink serves as investment adviser or manager, including funds for which Ventures IV Holdings and Verwaltungs serve as general partner, manager or Class B unitholder, distributed these securities pro rata to the investors in those funds, which securities previously were reported as indirectly beneficially owned by the Reporting Persons. The zero in Column 4 is a placeholder only that is required by the EDGAR software. |
| 7. These securities were received by Mr. Feuille for no consideration in the pro rata distribution described in Note 6. The zero in Column 4 is a placeholder only that is required by the EDGAR software. |
| Crosslink Capital, Inc. by Michael J. Stark, President | 03/02/2005 | |
| Crossover Fund III Management, LLC by Michael J. Stark, Senior Fund Manager | 03/02/2005 | |
| Crosslink Ventures IV Holdings, LLC by Michael J. Stark, Senior Fund Manager | 03/02/2005 | |
| Crosslink Verwaltungs GmbH by Michael J. Stark, Managing Director | 03/02/2005 | |
| ** 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. | ||