Form: 3

Initial statement of beneficial ownership of securities

March 23, 2010

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*
Ferris Paul

(Last) (First) (Middle)
C/O AZURE CAPITAL PARTNERS
650 CALIFORNIA STREET, 11TH FLOOR

(Street)
SAN FRANCISCO CA 94108

(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 B Preferred Stock (1) (2) Common Stock 388,541(3)(4) 0.00 I See Footnotes(5)(14)
Series B Preferred Stock (1) (2) Common Stock 12,901(3)(4) 0.00 I See Footnotes(6)(14)
Series C Preferred Stock (1) (2) Common Stock 132,184(3)(7) 0.00 I See Footnotes(5)(14)
Series C Preferred Stock (1) (2) Common Stock 4,382(3)(7) 0.00 I See Footnotes(6)(14)
Series D Preferred Stock (1) (2) Common Stock 134(3)(8) 0.00 I See Footnotes(9)(14)
Series D Preferred Stock (1) (2) Common Stock 5,816(3)(8) 0.00 I See Footnotes(10)(14)
Series D Preferred Stock (1) (2) Common Stock 233,518(3)(8) 0.00 I See Footnotes(5)(14)
Series D Preferred Stock (1) (2) Common Stock 7,752(3)(8) 0.00 I See Footnotes(6)(14)
Series E Preferred Stock (1) (2) Common Stock 676(3)(11) 0.00 I See Footnotes(9)(14)
Series E Preferred Stock (1) (2) Common Stock 28,508(3)(11) 0.00 I See Footnotes(10)(14)
Series E Preferred Stock (1) (2) Common Stock 1,147,648(3)(11) 0.00 I See Footnotes(5)(14)
Series E Preferred Stock (1) (2) Common Stock 34,900(3)(11) 0.00 I See Footnotes(6)(14)
Series G Preferred Stock (1) (2) Common Stock 94(3)(12) 0.00 I See Footnotes(9)(14)
Series G Preferred Stock (1) (2) Common Stock 1,884(3)(12) 0.00 I See Footnotes(10)(14)
Series G Preferred Stock (1) (2) Common Stock 163,857(3)(12) 0.00 I See Footnotes(5)(14)
Series G Preferred Stock (1) (2) Common Stock 4,977(3)(12) 0.00 I See Footnotes(6)(14)
Series J Preferred Stock (1) (2) Common Stock 277(3)(13) 0.00 I See Footnotes(9)(14)
Series J Preferred Stock (1) (2) Common Stock 5,222(3)(13) 0.00 I See Footnotes(10)(14)
Series J Preferred Stock (1) (2) Common Stock 457,908(3)(13) 0.00 I See Footnotes(5)(14)
Series J Preferred Stock (1) (2) Common Stock 13,564(3)(13) 0.00 I See Footnotes(6)(14)
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 B Preferred Stock will automatically convert on a 8.747-for-1 basis into Common Stock upon the closing of the Issuer's initial public offering.
5. Shares held by Azure Venture Partners I, L.P.
6. Shares held by Azure Ventures I, L.P.
7. Each share of Series C Preferred Stock will automatically convert on a 9.055-for-1 basis into Common Stock upon the closing of the Issuer's initial public offering.
8. Each share of Series D Preferred Stock will automatically convert on a 4.481-for-1 basis into Common Stock upon the closing of the Issuer's initial public offering.
9. Shares held by Azure I, L.P.
10. Shares held by Azure Partners I, L.P.
11. Each share of Series E Preferred Stock will automatically convert on a 1.026-for-1 basis into Common Stock upon the closing of the Issuer's initial public offering.
12. Each share of Series G Preferred Stock will automatically convert on a 1.153-for-1 basis into Common Stock upon the closing of the Issuer's initial public offering.
13. 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.
14. The sole general partner of each of Azure Venture Partners I, L.P. and Azure Ventures I, L.P. is Azure Capital Partners VC Administrators, LLC. The sole general partner of each of Azure Partners I, L.P. and Azure I, L.P. is Azure Capital Partners CO Administrators, LLC. The general partners of Azure Capital Partners VC Administrators, LLC and Azure Capital Partners CO Administrators, LLC are Paul Ferris, Michael Kwatinetz, Cameron Lester and Paul Weinstein. These individuals may be deemed to have shared voting and investment power over the shares held by Azure Venture Partners I, L.P., Azure Ventures I, L.P., Azure Partners I, L.P. and Azure I, L.P. Each of these individuals disclaims beneficial ownership of such shares, except to the extent of his or her pecuniary interest therein.
/S/ Paul Ferris 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).

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