Form: 3

Initial statement of beneficial ownership of securities

March 23, 2010

Documents

SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
GROSSER ADAM
(Last) (First) (Middle)
C/O FOUNDATION CAPITAL
250 MIDDLEFIELD ROAD
(Street)
MENLO PARK CA 94025
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
03/23/2010 		3. Issuer Name and Ticker or Trading Symbol
CALIX, INC [ CALX ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Series I Preferred Stock (1) (2) Common Stock 28,965(3)(4)(5) 0.00 I See Footnotes(6)(10)
Series I Preferred Stock (1) (2) Common Stock 1,335,077(3)(4)(7) 0.00 I See Footnotes(8)(10)
Series J Preferred Stock (1) (2) Common Stock 33,532(3)(9) 0.00 I See Footnotes(6)(10)
Series J Preferred Stock (1) (2) Common Stock 1,544,451(3)(9) 0.00 I See Footnotes(8)(10)
Explanation of Responses:
1. The shares are immediately convertible.
2. The shares do not have an expiration date.
3. Reflects a 2-for-3 reverse stock split of the Issuer's outstanding securities effected immediately prior to the effectiveness of the Issuer's S-1 Registration Statement.
4. Each share of Series I Preferred Stock will automatically convert on a 1.27-for-1 basis into Common Stock upon the closing of the Issuer's initial public offering.
5. Includes 657 shares, as converted and adjusted to reflect a 2-for-3 reverse stock split, acquired on March 22, 2010 as a payment-in-kind dividend on shares of Series I Preferred Stock.
6. Shares held by Foundation Capital V Principals Fund, LLC.
7. Includes 30,382 shares, as converted and adjusted to reflect a 2-for-3 reverse stock split, acquired on March 22, 2010 as a payment-in-kind dividend on shares of Series I Preferred Stock.
8. Shares held by Foundation Capital V, L.P.
9. Each share of Series J Preferred Stock will automatically convert on a 1-for-1 basis into Common Stock upon the closing of the Issuer's initial public offering.
10. The sole general partner of Foundation Capital V, LP and Foundation Capital V Principals Fund, LLC is Foundation Capital Management Co. V, LLC. The managers of Foundation Capital Management Co. V, LLC are William B. Elmore, Adam Grosser, Paul R. Holland, Paul G. Koontz, Charles P. Moldow, Richard A. Redelfs, Michael N. Schuh and Warren M. Weiss. These individuals may be deemed to have shared voting and investment power of the shares held by Foundation Capital V, LP and Foundation Capital V Principals Fund, LLC. Each of these individuals disclaims beneficial ownership of such shares, except to the extent of his or her pecuniary interest therein.
/S/ Adam Grosser 03/23/2010
** Signature of Reporting Person Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 5 (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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

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 Number.