UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )*
DemandTec, Inc.
(Name of Issuer)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
24802R 50 6
(CUSIP Number)
December 31, 2009
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
o Rule 13d-1(b)
o Rule 13d-1(c)
þ Rule 13d-1(d)
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The remainder of this cover page shall be filled out for a reporting person’s initial filing
on this form with respect to the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be deemed to be “filed” for
the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to
the liabilities of that section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
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.
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CUSIP No. |
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24802R 50 6 |
13 G |
Page |
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2 |
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NAME OF REPORTING PERSONS
Daniel R. Fishback |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) þ |
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SEC USE ONLY |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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United States |
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5 |
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SOLE VOTING POWER |
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| NUMBER OF |
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2,067,082(1) |
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| SHARES |
6 |
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SHARED VOTING POWER |
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0 |
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SOLE DISPOSITIVE POWER |
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2,067,082(1) |
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SHARED DISPOSITIVE POWER |
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0 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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2,067,082(1) |
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 |
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6.7%(1)(2) |
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
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IN |
(1) Represents 18 shares held by the Annie Fishback Separate
Share Irrevocable Trust, 18 shares held by the Megan Fishback Separate Share Irrevocable Trust, 316,089 shares held by the Fishback Family
Revocable Trust u/d/t March 5, 2001 and 1,750,957 shares of common stock issuable upon the vesting and settlement of restricted stock units
and upon the exercise of options exercisable within 60 days of December 31, 2009.
(2) Assumes the exercise of all such reporting person’s options to purchase shares of Common stock that are exercisable within 60 days of December 31, 2009.
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| CUSIP NO. 24802R 50 6
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13 G
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Page 3 of 5 |
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Item 1.
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(a)
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Name of Issuer: |
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DemandTec, Inc. |
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(b)
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Address of Issuer’s Principal Executive Offices: |
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One Franklin Parkway |
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Building 910 |
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San Mateo, CA 94403 |
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Item 2.
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(a)
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Name of Person Filing: |
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Daniel R. Fishback |
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(b)
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Address of Principal Business Office or, if none, Residence: |
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c/o One Franklin Parkway |
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Building 910 |
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San Mateo, CA 94403 |
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(c)
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Citizenship: |
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United States |
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(d)
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Title of Class of Securities: |
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Common Stock; $0.001 par value per share |
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(e)
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CUSIP Number: |
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24802R 50 6 |
Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b0 or (c), check
wither the person filing is a:
Not applicable
Item 4. Ownership
Provide the following information regarding the aggregate number and percentage
of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned: 2,067,082, which represents 18 shares held by
the Annie Fishback Separate Share Irrevocable Trust, 18 shares held by the Megan
Fishback Separate Share Irrevocable Trust, 316,089 shares held by the Fishback
Family Revocable Trust u/d/t March 5, 2001 and 1,750,957 shares of common stock
issuable upon the vesting and settlement of restricted stock units and upon the
exercise of options exercisable within 60 days of December 31, 2009.
(b) Percent of Class: 6.7%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote 2,067,082
(ii) Shared power to vote or to direct the vote 0
(iii) Sole power to dispose or to direct the disposition of
2,067,082
(iv) Shared power to dispose or to direct the disposition of 0
Item 5. Ownership of Five Percent or Less of a Class
Not applicable
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being
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| CUSIP NO. 24802R 50 6
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13 G
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Page 4 of 5 |
Reported on By the Parent Holding Company or Control Person.
Not applicable
Item 8. Identification and Classification of Members of the Group.
Not applicable
Item 9. Notice of Dissolution of Group.
Not applicable
Item 10. Certifications.
Not applicable