Form Type: 4

SEC EDGAR Link
Accession Number:0001181431-14-037425
Date:2014-11-24
Issuer: BOINGO WIRELESS INC (WIFI)
Original Submission Date:

Reporting Person:

NEW ENTERPRISE ASSOCIATES 10 L P
1954 GREENSPRING DRIVE
SUITE 600 TIMONIUM, MD 21093

Reporting Person:

NEA PARTNERS 10 L P
1954 GREENSPRING DRIVE
SUITE 600 TIMONIUM, MD 21093

Reporting Person:

BARRIS PETER J
1954 GREENSPRING DRIVE
SUITE 600 TIMONIUM, MD 21093

Reporting Person:

BARRETT M JAMES
1954 GREENSPRING DRIVE
SUITE 600 TIMONIUM, MD 21093

Reporting Person:

SANDELL SCOTT D
1954 GREENSPRING DRIVE
SUITE 600 TIMONIUM, MD 21093

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2014-11-24 S 23,400 d $7.72 4,369,560 f2 direct
COMMON STOCK 2014-11-25 S 50,000 d $7.90 4,319,560 f2 direct
COMMON STOCK 2014-11-26 S 76,600 d $8.01 4,242,960 f2 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
Footnotes
IDfootnote
f1 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $7.60 to $7.84, inclusive. the reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (1) to this form 4.
f2 the shares are directly held by new enterprise associates 10, limited partnership ("nea 10") and indirectly held by nea partners 10, limited partnership ("nea partners 10"), the sole general partner of nea 10, and the individual general partners of nea partners 10 (nea partners 10 and its individual general partners together, the "indirect reporting persons"). the individual general partners of nea partners 10 are peter j. barris, m. james barrett and scott d. sandell. each indirect reporting person disclaims beneficial ownership within the meaning of section 16 of the securities exchange act of 1934, as amended, or otherwise of such portion of the nea 10 shares in which such indirect reporting person has no pecuniary interest.
f3 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $7.76 to $7.90, inclusive. the reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (3) in this form 4.
f4 the price reported in column 4 is a weighted average price. these shares were sold in multiple transactions at prices ranging from $7.85 to $8.05, inclusive. the reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the securities and exchange commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (4) in this form 4.
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