EGAIN Corp — Director's Dealing 2013

Mar 12, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EGAIN Corp (EGAN)
CIK: 0001066194
Period of Report: 2013-03-08

Reporting Person: WOLFSON MARK A (Director, See Remarks)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-03-08	Common Stock	J	65297	—	Acquired	82304	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	583655	Indirect

Footnotes

F1: On March 8, 2013, the Reporting Person acquired Common Stock as a result of a pro rata, in-kind distribution from Oak Hill Capital Partners, L.P. and Oak Hill Capital Management Partners, L.P. in accordance with Rule 16a-9.

F2: No consideration was paid in connection with the distribution.

F3: The total number of securities beneficially owned following the Reported Transaction includes 5,000 shares issuable upon the exercise of vested director options held by Dr. Wolfson and 77,304 shares, acquired pursuant to various stock distributions, including the 65,297 shares acquired pursuant to the Reported Transaction.

F4: The total number of shares beneficially owned following the Reported Transaction includes Dr. Wolfson's 100% interest in Group Investors, LLC, the sole member of OHVF MGP I, LLC, which is the general partner of OHVF GenPar I, L.P., which is the general partner of Oak Hill Venture Fund I, L.P, which is the direct beneficial owner of the securities reported herein. Dr. Wolfson disclaims the beneficial ownership of all shares of Common Stock directly owned by Oak Hill Venture Fund I, L.P., except to the extent of his pecuniary interest therein.