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FORM 4
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X
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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OMB APPROVAL
OMB Number: 3235-0287 Estimated average burden hours per response... 0.5 |
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1. Name and Address of Reporting Person
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RTLC Management, LLC |
2. Issuer Name
and
Ticker or Trading Symbol
TWITTER, INC. [ TWTR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __ X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) |
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260 EAST BROWN STREET, SUITE 380 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
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BIRMINGHAM, MI 48009 |
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person _ X _ Form filed by More than One Reporting Person |
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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. Trans. Date | 2A. Deemed Execution Date, if any |
3. Trans. 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 | 5/6/2014 | J (1) | 7704685 | D | $0 | 0 | I | See footnote (2) | ||
| Common Stock | 5/6/2014 | J (1) | 2981151 | D | $0 | 0 | I | See footnote (3) | ||
| Common Stock | 5/6/2014 | J (1) | 32165227 | D | $0 | 0 | I | See footnote (4) | ||
| Common Stock | 5/6/2014 | J (1) | 1056557 | D | $0 | 0 | I | See footnote (5) | ||
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Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) |
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1. Title of Derivate Security
(Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any |
4. Trans. 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 |
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 of Derivative Security: 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 | ||||||||
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Remarks:
This report is filed as one of three to report related transactions for the following filers: RTLC Management, LLC; John Giampetroni; Suhail Rizvi; Compliance Matter Services, LLC; Institutional Associates Fund, LLC; Institutional Associates Fund II, LLC; RT-FF SM, LLC; RT-FF SM II, LLC; RT Morningside, LLC; RT Morningside II, LLC; RT EA, LLC; RT Kendall, LLC; RT Kingdom, LLC; RT Spartan III, LLC; RT Treetops, LLC; RTLC Management III, LLC; RTLC Management IV, LLC; RTLC Management V, LLC; RTLC Management VI, LLC; and IAF Manager, LLC. In prior filings for the issuer, certain individual managers of RTLC Management, LLC, Compliance Matter Services, LLC, Institutional Associates Fund II, LLC, Institutional Associates Fund, LLC, and RT Treetops, LLC were included as reporting persons. These individuals are not beneficial owners of shares amounting to 10% or more of the issuer and are therefore not required to report on this or future filings. |
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Reporting Owners
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| Reporting Owner Name / Address |
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| Director | 10% Owner | Officer | Other | ||
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RTLC Management, LLC
260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
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X |
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Giampetroni John
260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
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X |
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RIZVI SUHAIL
260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
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X |
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Compliance Matter Services, LLC
260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
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X |
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Institutional Associates Fund II, LLC
260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
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X |
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Institutional Associates Fund, LLC
260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
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X |
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IAF Manager, LLC
260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
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X |
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RT Treetops, LLC
260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
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X |
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RTLC Management V, LLC
260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
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X |
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Signatures
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| /s/ Viqar Shariff, Vice President, RTLC Management, LLC | 5/8/2014 | |
| ** Signature of Reporting Person |
Date
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| /s/ John Giampetroni | 5/8/2014 | |
| ** Signature of Reporting Person |
Date
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| /s/ Suhail Rizvi | 5/8/2014 | |
| ** Signature of Reporting Person |
Date
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| /s/ Viqar Shariff, Vice President of RTLC Management, LLC, the Manager of Compliance Matter Services, LLC | 5/8/2014 | |
| ** Signature of Reporting Person |
Date
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| /s/ Viqar Shariff, Vice President of RTLC Management, LLC, the Manager of Institutional Associates Fund II, LLC | 5/8/2014 | |
| ** Signature of Reporting Person |
Date
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| /s/ Viqar Shariff, Vice President of RTLC Management, LLC, the Sole Member of IAF Manager, LLC | 5/8/2014 | |
| ** Signature of Reporting Person |
Date
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| /s/ Viqar Shariff, Vice President of RTLC Management, LLC, the Sole Member of IAF Manager, LLC, the Manager of Institutional Associates Fund, LLC | 5/8/2014 | |
| ** Signature of Reporting Person |
Date
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| /s/ Viqar Shariff, Vice President of RTLC Management, LLC, the Sole Member of RTLC Management V, LLC | 5/8/2014 | |
| ** Signature of Reporting Person |
Date
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| /s/ Viqar Shariff, Vice President of RTLC Management, LLC, the Sole Member of RTLC Management V, LLC, the Manager of RT Treetops, LLC | 5/8/2014 | |
| ** Signature of Reporting Person |
Date
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| 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 control number. | |