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FORM 4
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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) | 294118 | D | $0 | 0 | I | See footnote (2) | ||
| Common Stock | 5/6/2014 | J (1) | 232643 | D | $0 | 0 | I | See footnote (3) | ||
| Common Stock | 5/6/2014 | J (1) | 300000 | D | $0 | 0 | I | See footnote (4) | ||
| Common Stock | 5/6/2014 | J (1) | 1000000 | 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, RT-FF SM II, LLC, RT-FF SM, LLC, RT Morningside II, LLC and RT EA, 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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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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RT EA, LLC
260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
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X |
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RTLC Management III, LLC
260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
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X |
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RT-FF SM II, LLC
260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
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X |
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RT-FF SM, LLC
260 EAST BROWN STREET, SUITE 380 BIRMINGHAM, MI 48009 |
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X |
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RT Morningside II 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 RT-FF SM II, 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 RT-FF SM, 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 RTLC Management III, 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 RTLC Management III, LLC, the Manager of RT Morningside II, 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 RTLC Management III, LLC, the Manager of RT EA, 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. | |