Edgar Filing: SYNCHRONOSS TECHNOLOGIES INC

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Institutional Venture Partners XII LP

2. Issuer Name and Ticker or Trading Symbol
SYNCHRONOSS TECHNOLOGIES INC [SNCR]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

C/O INSTITUTIONAL VENTURE PARTNERS, 3000 SAND HILL ROAD, BUILDING 2, STE 250

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2008

(Street)

MENLO PARK, CA 94025

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

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)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/15/2008		P		100,000	A	$ 12.07	1,100,000	I	By Institutional Venture Partners XII, L.P. ⁽¹⁾
Common Stock	05/15/2008		P		50,000	A	$ 12.26	1,150,000	I	By Institutional Venture Partners XII, L.P. ⁽¹⁾
Common Stock	05/16/2008		P		43,425	A	$ 12.28	1,193,425	I	By Institutional Venture Partners XII, L.P. ⁽¹⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

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 Underlying Securities
(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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Institutional Venture Partners XII LP C/O INSTITUTIONAL VENTURE PARTNERS 3000 SAND HILL ROAD, BUILDING 2, STE 250 MENLO PARK, CA 94025		X
Institutional Venture Management XII, LLC C/O INSTITUTIONAL VENTURE PARTNERS 3000 SAND HILL ROAD, BUILDING 2, STE 250 MENLO PARK, CA 94025		X
Chaffee Todd C C/O INSTITUTIONAL VENTURE PARTNERS 3000 SAND HILL ROAD, BUILDING 2, STE 250 MENLO PARK, CA 94025		X
FOGELSONG NORMAN A C/O INSTITUTIONAL VENTURE PARTNERS 3000 SAND HILL ROAD, BUILDING 2, STE 250 MENLO PARK, CA 94025		X
Harrick Stephen J C/O INSTITUTIONAL VENTURE PARTNERS 3000 SAND HILL ROAD, BUILDING 2, STE 250 MENLO PARK, CA 94025		X
Miller J Sanford C/O INSTITUTIONAL VENTURE PARTNERS 3000 SAND HILL ROAD, BUILDING 2, STE 250 MENLO PARK, CA 94025		X
Phelps Dennis B C/O INSTITUTIONAL VENTURE PARTNERS 3000 SAND HILL ROAD, BUILDING 2, STE 250 MENLO PARK, CA 94025		X

Signatures

/s/ Norman A. Fogelsong, Managing Director		05/19/2008
^**Signature of Reporting Person		Date
/s/ Norman A. Fogelsong, Managing Director		05/19/2008
^**Signature of Reporting Person		Date
/s/ Melanie Chladek, Attorney-in-Fact for Todd C. Chaffee		05/19/2008
^**Signature of Reporting Person		Date
/s/ Melanie Chladek, Attorney-in-Fact for Norman A. Fogelsong		05/19/2008
^**Signature of Reporting Person		Date
/s/ Melanie Chladek, Attorney-in-Fact for Stephen J. Harrick		05/19/2008
^**Signature of Reporting Person		Date
/s/ Melanie Chladek, Attorney-in-Fact for J. Sanford Miller		05/19/2008
^**Signature of Reporting Person		Date
/s/ Melanie Chladek, Attorney-in-Fact for Dennis B. Phelps		05/19/2008
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	The shares are owned by Institutional Venture Partners XII, L.P. ("IVP XII"). Institutional Venture Management XII, LLC ("IVM XII") serves as the sole General Partner of IVP XII, and has sole voting and investment control over the respective shares owned by IVP XII, and may be deemed to own beneficially the shares held by IVP XII. IVM XII however owns no securities of the Issuer directly. Todd C. Chaffee, Norman A. Fogelsong, Stephen J. Harrick, J. Sanford Miller, and Dennis B. Phelps are Managing Directors of IVM XII and share voting and dispositive power over the shares held by IVP XII. Each of these individuals disclaims beneficial ownership of the shares reported herein, except to the extent of his respective pecuniary interest therein.

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