<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------------------------
SCHEDULE 13G
(RULE 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b) AND (c) AND AMENDMENTS THERETO FILED
PURSUANT TO 13d-2(b)
(AMENDMENT NO. __)(1)
CARDIMA, INC.
- --------------------------------------------------------------------------------
(Name of Issuer)
COMMON STOCK
- --------------------------------------------------------------------------------
(Title of Class of Securities)
00014147M1
- --------------------------------------------------------------------------------
(CUSIP Number)
- --------------------
1 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 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 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).
<PAGE>
CUSIP NO. 00014147M1 13G Page 2 of 18 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Kleiner Perkins Caufield & Byers VI, L.P., a
California Limited Partnership ("KPCB VI")
94-3157816
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)/ / (b)/X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
California Limited Partnership
5 SOLE VOTING POWER
NUMBER -0-
OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 934,735
OWNED BY
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON -0-
WITH
8 SHARED DISPOSITIVE POWER
934,735
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
934,735
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.5%
12 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 00014147M1 13G Page 3 of 18 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
KPCB VI Associates, L.P., a California
Limited Partnership ("KPCB VI Associates") 94-3158010
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)/ / (b)/X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
California Limited Partnership
5 SOLE VOTING POWER
NUMBER -0-
OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 934,735 shares Directly held by KPCB VI. KPCB VI
OWNED BY Associates is the general partner of KPCB VI.
REPORTING
PERSON 7 SOLE DISPOSITIVE POWER
WITH -0-
8 SHARED DISPOSITIVE POWER
934,735 shares directly held by
KPCB VI. KPCB VI Associates is
the general partner of KPCB VI.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON 934,735
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.5%
12 TYPE OF REPORTING PERSON*
PN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 00014147M1 13G Page 4 of 18 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Brook H. Byers
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)/ / (b)/X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
NUMBER -0-
OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 934,735 shares directly held by KPCB VI. KPCB VI
OWNED BY Associates is the general partner of KPCB VI. Mr.
WITH Byers is a general partner of KPCB VI Associates. Mr.
Byers disclaims beneficial ownership of shares held by
KPCB VI.
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
934,735 shares directly held by KPCB VI. KPCB VI
Associates is the general partner of KPCB VI. Mr.
Byers is a general partner of KPCB VI Associates. Mr.
Byers disclaims beneficial ownership of shares held by
KPCB VI.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
934,735
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.5%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 00014147M1 13G Page 5 of 18 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
L. John Doerr
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
NUMBER -0-
OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 934,735 shares directly held by KPCB VI. KPCB VI
OWNED BY Associates is the general partner of KPCB VI. Mr.
REPORTING Doerr is a general partner of KPCB VI Associates. Mr.
PERSON Doerr disclaims beneficial ownership of shares held by
WITH KPCB VI.
7 SOLE DISPOSITIVE POWER
-0-
8 SHARED DISPOSITIVE POWER
934,735 shares directly held by KPCB VI. KPCB VI
Associates is the general partner of KPCB VI. Mr.
Doerr is a general partner of KPCB VI Associates.
Mr. Doerr disclaims beneficial ownership of shares
held by KPCB VI.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
934,735
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.5%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 00014147M1 13G Page 6 of 18 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Vinod Khosla
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
NUMBER - 0 -
OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 934,735 Shares directly held by KPCB VI. KPCB VI
OWNED BY Associates is the general partner of KPCB VI. MR.
REPORTING Khosla is a general partner of KPCB VI Associates.
PERSON Mr. Khosla disclaims beneficial ownership of shares
WITH held by KPCB VI.
7 SOLE DISPOSITIVE POWER
- 0 -
8 SHARED DISPOSITIVE POWER
934,735 shares directly held by KPCB VI. KPCB VI
Associates is the general partner of KPCB VI. Mr.
Khosla is a general partner of KPCB VI Associates.
Mr. Khosla disclaims beneficial ownership of shares
Held by KPCB VI.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
934,735
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.5%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 00014147M1 13G Page 7 of 18 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Joseph Lacob
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a)/ / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
NUMBER - 0 -
OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 934,735 shares directly held BY KPCB VI. KPCB VI
OWNED BY Associates is the general partner of KPCB VI. Mr.
REPORTING Lacob is a general partner of KPCB VI Associates. Mr.
PERSON Lacob disclaims beneficial ownership of shares held by
WITH KPCB VI.
7 SOLE DISPOSITIVE POWER
- 0 -
8 SHARED DISPOSITIVE POWER
934,735 shares directly held by KPCB VI. KPCB VI
Associates is the general partner of KPCB VI. Mr.
Lacob is a general partner of KPCB VI Associates. Mr.
Lacob disclaims beneficial ownership of shares held by
KPCB VI.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
934,735
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.5%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 00014147M1 13G Page 8 of 18 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Bernard Lacroute
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
NUMBER - 0 -
OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 934,735 shares directly held by KPCB VI. KPCB VI
OWNED BY Associates is the general partner of KPCB VI. Mr.
REPORTING Lacroute is a general partner of KPCB VI Associates.
PERSON Mr. Lacroute disclaims beneficial ownership of shares
WITH held by KPCB VI.
7 SOLE DISPOSITIVE POWER
- 0 -
8 SHARED DISPOSITIVE POWER
934,735 shares directly held by KPCB VI. KPCB VI
Associates is the general partner of KPCB VI. Mr.
Lacroute is a general partner of KPCB VI Associates.
Mr. Lacroute disclaims beneficial ownership of shares
held by KPCB VI.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
934,735
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES* / /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.5%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 00014147M1 13G Page 9 of 18 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
James Lally
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
NUMBER - 0 -
OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 934,735 shares directly held by KPCB VI. KPCB VI
OWNED BY Associates is the general partner of KPCB VI. Mr.
REPORTING Lally is a general partner of KPCB VI Associates. Mr.
PERSON Lally disclaims beneficial ownership of shares held by
WITH KPCB VI.
7 SOLE DISPOSITIVE POWER
- 0 -
8 SHARED DISPOSITIVE POWER
934,735 shares directly held by KPCB VI. KPCB VI
Associates is the general partner of KPCB VI. Mr.
Lally is a general partner of KPCB VI Associates. Mr.
Lally disclaims beneficial ownership of shares held by
KPCB VI.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON
934,735
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.5%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP NO. 00014147M1 13G Page 10 of 18 Pages
1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
E. Floyd Kvamme
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
NUMBER - 0 -
OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY 934,735 shares directly held by KPCB VI. KPCB VI
OWNED BY Associates is the general partner of KPCB VI. Mr.
REPORTING Kvamme is a general partner of KPCB VI Associates.
PERSON Mr. Kvamme disclaims beneficial ownership of shares
WITH held by KPCB VI.
7 SOLE DISPOSITIVE POWER
- 0 -
8 SHARED DISPOSITIVE POWER
934,735 shares directly held by KPCB VI. KPCB VI
Associates is the general partner of KPCB VI. Mr.
Kvamme is a general partner of KPCB VI Associates.
Mr. Kvamme disclaims beneficial ownership of shares
held by KPCB VI.
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON
934,735
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES*
/ /
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11.5%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Page 11 of 18 Pages
ITEM 1(a) NAME OF ISSUER:
Cardima, Inc.
ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
47266 Benicia Street
Fremont, CA 94538
ITEM 2(a)-(c) NAME, ADDRESS AND CITIZENSHIP OF PERSONS FILING:
This statement is being filed by KPCB VI Associates, L.P., a
California limited partnership ("KPCB VI Associates"), whose principal business
address is 2750 Sand Hill Road, Menlo Park, California 94025. The names and
business addresses and citizenships of all the general partners of KPCB VI
Associates are set forth on Exhibit B hereto.
KPCB VI Associates is general partner to Kleiner Perkins Caufield
& Byers VI, L.P., a California limited partnership ("KPCB VI"). With respect to
KPCB VI Associates, this statement relates only to KPCB VI Associates indirect,
beneficial ownership of the shares of Common Stock of Cardima, Inc. held
directly by KPCB VI (the "Shares") and, with respect to the general partners of
KPCB VI Associates, to the extent applicable, to the shares over which each
general partner exercises sole voting and dispositive control. The Shares are
held directly by KPCB VI, and KPCB VI Associates does not directly or otherwise
hold any Shares. Management of the business affairs of KPCB VI Associates,
including decisions respecting disposition and/or voting of the Shares, is by
majority decision of the general partners of KPCB VI Associates listed on
Exhibit B hereto, each general partner of whom disclaims beneficial ownership of
the Shares.
ITEM 2(d) TITLE OF CLASS OF SECURITIES:
Common Stock
<PAGE>
Page 12 of 18 Pages
ITEM 2(e) CUSIP NUMBER:
00014147M1
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR
13d-2(b), CHECK WHETHER THE PERSON FILING IS A:
Not Applicable
ITEM 4. OWNERSHIP.
See items 5-11 of cover pages hereto.
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.
Under certain circumstances set forth in the limited partnership
agreements of KPCB VI and KPCB VI Associates, the general and
limited partners of such entities may have the right to receive
dividends on, or the proceeds from the sale of the Shares of
Cardima, Inc. held by such entity. No such partner's rights
relate to more than five percent of the class.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY.
Not Applicable
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not Applicable.
<PAGE>
Page 13 of 18 Pages
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not Applicable
ITEM 10. CERTIFICATION.
Not Applicable
<PAGE>
Page 14 of 18 Pages
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: February 10, 1998
KPCB VI ASSOCIATES, L.P.,
A CALIFORNIA LIMITED PARTNERSHIP
By: /s/ Brook H. Byers
----------------------------------
A General Partner
BROOK H. BYERS
VINOD KHOSLA
E. FLOYD KVAMME
L. JOHN DOERR
JOSEPH S. LACOB
BERNARD J. LACROUTE
JAMES P. LALLY
By: /s/ Michael S. Curry
------------------------------------
Michael S. Curry
Attorney-in-Fact
KLEINER PERKINS CAUFIELD &
BYERS VI, L.P., A CALIFORNIA
LIMITED PARTNERSHIP
By KPCB VI Associates, L.P., a California
limited partnership, its General Partner
By: /s/ Brook H. Byers
-------------------------------------
A General Partner
<PAGE>
Page 15 of 18 Pages
EXHIBIT INDEX
Found on
Sequentially
Exhibit Numbered Page
- ------- -------------
Exhibit A: Agreement of Joint Filing 16
Exhibit B: List of General Partners of KPCB VI Associates 17
<PAGE>
Page 16 of 18 Pages
EXHIBIT A
AGREEMENT OF JOINT FILING
The undersigned hereby agree that they are filing jointly pursuant to
Rule 13d-1 of the Act the statement dated February 10, 1998, containing the
information required by Schedule 13G, for the 934,735 Shares of Common Stock of
Cardima, Inc., held by Kleiner Perkins Caufield & Byers VI, L.P., a California
limited partnership, and with respect to the general partners, such other
holdings as are reported therein.
Date: February 10, 1998
KPCB VI ASSOCIATES, A CALIFORNIA
LIMITED PARTNERSHIP
By:/s/ Brook H. Byers
-----------------------------------------
A General Partner
BROOK H. BYERS
VINOD KHOSLA
E. FLOYD KVAMME
L. JOHN DOERR
JOSEPH S. LACOB
BERNARD J. LACROUTE
JAMES P. LALLY
By: /s/ Michael S. Curry
----------------------------------------
Michael S. Curry
Attorney-in-Fact
KLEINER PERKINS CAUFIELD &
BYERS VI, L.P., A CALIFORNIA LIMITED
PARTNERSHIP
By KPCB VI Associates, L.P., a California
limited partnership, its General Partner
By: /s/ Brook H. Byers
---------------------------------------
A General Partner
<PAGE>
Page 17 of 18 Pages
EXHIBIT B
GENERAL PARTNERS OF
KPCB VI ASSOCIATES, A CALIFORNIA LIMITED PARTNERSHIP
Set forth below, with respect to each general partner of KPCB VI
Associates, is the following: (a) name; (b) business address; and (c)
citizenship.
1. (a) Brook H. Byers
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
2. (a) Vinod Khosla
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
3. (a) E. Floyd Kvamme
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
4. (a) L. John Doerr
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
5. (a) Joseph S. Lacob
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
<PAGE>
Page 18 of 18 Pages
6. (a) Bernard J. Lacroute
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
7. (a) James P. Lally
(b) c/o Kleiner Perkins Caufield & Byers
2750 Sand Hill Road
Menlo Park, CA 94025
(c) United States Citizen
