ADOBE INC. — Director's Dealing 2016

Nov 18, 2016

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: TUBEMOGUL INC (TUBE)
CIK: 0001449278
Period of Report: 2016-11-10

Reporting Person: ADOBE SYSTEMS INC (10% Owner)
Reporting Person: Tiger Acquisition Corp (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
No securities are beneficially owned	0	Direct

Footnotes

F1: Each of the Reporting Persons may be deemed to have become a 10% Owner of the Issuer in connection with the entry into certain Tender and Support Agreements dated November 10, 2016 (the "Tender Agreements"), by Adobe Systems Incorporated and Tiger Acquisition Corporation, and each of Brett Wilson, Keith Eadie, Eric Deeds, Ajay Chopra, Ashu Garg, David Toth, Russell Fradin, Jack Lazar, Trinity Ventures X, L.P., Trinity X Entrepreneurs' Fund, L.P., and Trinity X Side-By-Side Fund, L.P. (each, a "Stockholder"), representing an aggregate of 6,888,463 shares of Issuer common stock beneficially owned by the Stockholders. The Tender Agreements were entered into in connection with the Agreement and Plan of Merger, dated November 10, 2016, by and among the Reporting Persons and the Issuer.

F2: The Reporting Persons exercise voting power in limited situations over such shares of Issuer common stock through the grant of an irrevocable proxy by each of the Stockholders in the Tender Agreements. The Reporting Persons have no pecuniary interest in any of such shares of Issuer common stock.