13G Filing: Maverick Capital and Castlight Health Inc. (CSLT)

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(1)  Includes 7,733,386 shares of Class A Common Stock held by certain funds managed by Maverick Capital, Ltd. that are convertible at any time into shares of Class B Common Stock, options exercisable for 25,000 shares of Class B common stock and 43,750 shares of Class B common stock issuable upon the settlement of restricted stock units, held as of April 3, 2017 by Mr. David Singer on behalf of Maverick Capital, Ltd.

⁽¹⁾  Includes 7,733,386 shares of Class A Common Stock held by certain funds managed by Maverick Capital, Ltd. that are convertible at any time into shares of Class B Common Stock, options exercisable for 25,000 shares of Class B common stock and 43,750 shares of Class B common stock issuable upon the settlement of restricted stock units, held as of April 3, 2017 by Mr. David Singer on behalf of Maverick Capital, Ltd.

⁽¹⁾  Includes 7,733,386 shares of Class A Common Stock held by certain funds managed by Maverick Capital, Ltd. that are convertible at any time into shares of Class B Common Stock, options exercisable for 25,000 shares of Class B common stock and 43,750 shares of Class B common stock issuable upon the settlement of restricted stock units, held as of April 3, 2017 by Mr. David Singer on behalf of Maverick Capital, Ltd.

⁽¹⁾  Includes 7,733,386 shares of Class A Common Stock held by certain funds managed by Maverick Capital, Ltd. that are convertible at any time into shares of Class B Common Stock, options exercisable for 25,000 shares of Class B common stock and 43,750 shares of Class B common stock issuable upon the settlement of restricted stock units, held as of April 3, 2017 by Mr. David Singer on behalf of Maverick Capital, Ltd.

Item 1(a)

Name of Issuer:

Castlight Health, Inc.

Item 1(b)

Address of Issuer’s Principal Executive Offices:

Two Rincon Center

121 Spear Street, Suite 300

San Francisco, California  94105

Item 2(a)

Name of Person Filing:

This Schedule 13G (the “Schedule 13G”) is being filed on behalf of each of the following persons (each, a “Reporting Person”):

(i)

Maverick Capital, Ltd.;

(ii)

Maverick Capital Management, LLC;

(iii)

Lee S. Ainslie III (“Mr. Ainslie”); and

(iv)

Andrew H. Warford (“Mr. Warford”).

The Schedule 13G relates to Shares (as defined herein) held for the accounts of Maverick Capital, Ltd.’s clients.

Item 2(b)

Address of Principal Business Office or, if none, Residence:

The address of the principal business office of (i) Maverick Capital, Ltd. and Maverick Capital Management, LLC is 300 Crescent Court, 18th Floor, Dallas, Texas 75201, and (ii) Mr. Ainslie and Mr. Warford is 767 Fifth Avenue, 11th Floor, New York, New York 10153.

Item 2(c)

Citizenship:

(i)

Maverick Capital, Ltd. is a Texas limited partnership;

(ii)

Maverick Capital Management, LLC is a Texas limited liability company;

(iii)

Mr. Ainslie is a citizen of the United States; and

(iv)

Mr. Warford is a citizen of the United States.

Item 2(d)

Title of Class of Securities:

Class B Common Stock, $0.0001 par value per share (the “Shares”).

Item 2(e)

CUSIP Number:

14862Q100

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: _______________

Item 4

Ownership

Ownership as of April 3, 2017 is incorporated by reference to items (5) – (9) and (11) of the cover page of the Reporting Person.

Maverick Capital, Ltd. is an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and, as such, may be deemed to have beneficial ownership of the Shares which are the subject of this filing through the investment discretion it exercises over its clients’ accounts.  Maverick Capital Management, LLC is the General Partner of Maverick Capital, Ltd.  Mr. Ainslie is the manager of Maverick Capital Management, LLC.  Mr. Warford serves as the Chairman of the Stock Committee of Maverick Capital, Ltd.

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 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

By signing below each of the Reporting Persons certifies that, to the best of such person’s knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE

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.

EXHIBIT INDEX

A.	Joint Filing Agreement, dated February 17, 2015, by and among Maverick Capital, Ltd., Maverick Capital Management, LLC, Lee S. Ainslie III and Andrew H. Warford.

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