FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Jamison Teresa
2. Issuer Name and Ticker or Trading Symbol

SCIQUEST INC [ SQI ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
VP of Customer Operations
(Last)          (First)          (Middle)

3020 CARRINGTON MILL BLVD., SUITE 100
3. Date of Earliest Transaction (MM/DD/YYYY)

7/28/2016
(Street)

MORRISVILLE, NC 27560
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy)   $14.91   7/28/2016     D         7500      (1) 5/7/2022   Common Stock   7500   $2.84   (1) 0   D    
Stock Option (Right to Buy)   $16.30   7/28/2016     D         26692      (2) 2/6/2023   Common Stock   26692   $1.45   (2) 0   D    
Stock Option (Right to Buy)   $25.01   7/28/2016     D         15034      (3) 2/5/2024   Common Stock   15034   $0.00   (3) 0   D    
Restricted Stock Unit     (4) 7/28/2016     D         2875      (5)   (5) Common Stock   2875     (5) 0   D    
Restricted Stock Unit     (4) 7/28/2016     D         1949      (6)   (6) Common Stock   1949     (6) 0   D    
Restricted Stock Unit     (4) 7/28/2016     D         2422      (7)   (7) Common Stock   2422     (7) 0   D    
Performance-Based Restricted Stock Unit     (8) 7/28/2016     D         11550      (9)   (9) Common Stock   11550     (9) 0   D    
Restricted Stock Unit     (4) 7/28/2016     D         14000      (10)   (10) Common Stock   14000     (10) 0   D    
Performance-Based Restricted Stock Unit     (8) 7/28/2016     D         21154      (11)   (11) Common Stock   21154     (11) 0   D    

Explanation of Responses:
( 1)  This option was granted on May 7, 2012, with 25% vesting on May 7, 2013 and the remainder vesting in 36 equal monthly installments, becoming fully exercisable as of May 7, 2016. Pursuant to the Merger Agreement, this option was cancelled in exchange for a cash payment of $21,300, which represents the product of (i) the aggregate number of shares of common stock subject to such vested portion of the option (7,500 shares) and (ii) the excess of the merger consideration of $17.75 per share over the exercise price of the option per share, with such cash payment subject to any required withholding of taxes.
( 2)  This option was granted on February 6, 2013 with respect to 31,250 shares of the Issuer's common stock, with the shares vesting in 48 equal monthly installments thereafter until February 6, 2017. As of effective date of the Merger, the option was vested with respect to 26,692 shares and unvested with respect to 4,558 shares. The unvested options were cancelled and forfeited for no consideration pursuant to the Merger Agreement. Pursuant to the Merger Agreement, the vested portion of the option was cancelled in exchange for a cash payment of $38,703.40, which represents the product of (i) the aggregate number of shares of common stock subject to such vested portion of the option (26,692 shares) and (ii) the excess of the merger consideration of $17.75 per share over the exercise price of the option per share, with such cash payment subject to any required withholding of taxes.
( 3)  This option was granted on February 5, 2014 with respect to 24,884 shares of the Issuer's common stock, with the shares vesting in 48 equal monthly installments thereafter until February 5, 2018. As of effective date of the Merger, the option was vested with respect to 15,034 shares and unvested with respect to 9,850 shares. The unvested options were cancelled and forfeited for no consideration pursuant to the Merger Agreement. Pursuant to the Merger Agreement, this option was cancelled and forfeited for no consideration, because the merger consideration of $17.75 per share did not exceed the exercise price of the option per share.
( 4)  The restricted stock units convert into the right to receive an amount in cash equal to the product of (i) the total number of shares subject to such restricted stock unit and (ii) the per share merger consideration, less applicable taxes required to be withheld with respect to such payment.
( 5)  On February 6, 2013, the reporting person was granted 3,834 restricted stock units, with the units vesting in four equal annual installments on each anniversary of the grant date until February 6, 2017. As of effective date of the Merger, 2,875 restricted stock units were vested and 959 restricted stock units were unvested. Pursuant to the Merger Agreement, the vested restricted stock units were cancelled in exchange for a cash payment of $51,031.25, which represents the product of (i) the aggregate number of shares of common stock subject to such vested restricted stock units (2,875 shares) and (ii) the merger consideration of $17.75 per share, with such cash payment subject to any required withholding of taxes. The unvested restricted stock units were cancelled and forfeited for no consideration pursuant to the Merger Agreement.
( 6)  On February 5, 2014, the reporting person was granted 3,898 restricted stock units, with the units vesting in four equal annual installments on each anniversary of the grant date until February 5, 2018. As of effective date of the Merger, 1,949 restricted stock units were vested and 1,949 restricted stock units were unvested. Pursuant to the Merger Agreement, the vested restricted stock units were cancelled in exchange for a cash payment of $34,594.75, which represents the product of (i) the aggregate number of shares of common stock subject to such vested restricted stock units (1,949 shares) and (ii) the merger consideration of $17.75 per share, with such cash payment subject to any required withholding of taxes. The unvested restricted stock units were cancelled and forfeited for no consideration pursuant to the Merger Agreement.
( 7)  On March 18, 2015, the reporting person was granted 9,690 restricted stock units, with the units vesting in four equal annual installments on each anniversary of the grant date until March 18, 2019. As of effective date of the Merger, 2,422 restricted stock units were vested and 7,268 restricted stock units were unvested. Pursuant to the Merger Agreement, the vested restricted stock units were cancelled in exchange for a cash payment of $42,990.50, which represents the product of (i) the aggregate number of shares of common stock subject to such vested restricted stock units (2,422 shares) and (ii) the merger consideration of $17.75 per share, with such cash payment subject to any required withholding of taxes. The unvested restricted stock units were cancelled and forfeited for no consideration pursuant to the Merger Agreement.
( 8)  The performance-based restricted stock units convert into the right to receive an amount in cash equal to the product of (i) the total number of shares subject to such performance-based restricted stock unit based on actual achievement of the applicable performance metrics through the day immediately preceding the effective date of the Merger and (ii) the per share merger consideration, less applicable taxes required to be withheld with respect to such payment.
( 9)  On March 18, 2015, the reporting person was granted 9,690 performance-based restricted stock units. Pursuant to the terms of the agreement governing the performance-based restricted stock, at the effective time of the Merger, 11,550 performance-based restricted stock units were immediately deemed earned based on achievement of performance metrics ("Earned Units"). Pursuant to the Merger Agreement, the Earned Units were cancelled in exchange for an aggregate cash payment of $205,021, subject to certain conditions and payable in accordance with the terms set forth in the agreement governing the performance-based restricted stock, which represents the product of (i) the aggregate number of shares of common stock subject to such Earned Units (11,550 shares) and (ii) the merger consideration of $17.75 per share, subject to required withholding of taxes. The unearned performance-based restricted stock units were cancelled and forfeited for no consideration pursuant to the Merger Agreement
( 10)  On February 18, 2016, the reporting person was granted 14,000 restricted stock units, with the units vesting in four equal annual installments on each anniversary of the grant date until February 18, 2020. As the restricted stock units were not vested on July 28, 2016, the time of the Merger, the restricted stock units have been cancelled and forfeited for no consideration pursuant to the Merger Agreement.
( 11)  On February 18, 2016, the reporting person was granted 14,000 performance-based restricted stock units. Pursuant to the terms of the agreement governing the performance-based restricted stock, at the effective time of the Merger, 21,154 performance-based restricted stock units were immediately deemed Earned Units. Pursuant to the Merger Agreement, the Earned Units were cancelled in exchange for an aggregate cash payment of $375,483, subject to certain conditions and payable in accordance with the terms set forth in the agreement governing the performance-based restricted stock, which represents the product of (i) the aggregate number of shares of common stock subject to such Earned Units (21,154 shares) and (ii) the merger consideration of $17.75 per share, subject to any required withholding of taxes. The unearned performance-based restricted stock units were cancelled and forfeited for no consideration pursuant to the Merger Agreement.

Remarks:
On July 28, 2016, the Issuer became a wholly owned subsidiary of SciQuest Parent, LLC (f/k/a AKKR Green Parent, LLC) pursuant to the merger (the "Merger") effected in connection with that certain Agreement and Plan of Merger, dated May 30, 2016, by and among the Issuer, SciQuest Parent, LLC and AKKR Green Merger Sub, Inc. (the "Merger Agreement").

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Jamison Teresa
3020 CARRINGTON MILL BLVD.
SUITE 100
MORRISVILLE, NC 27560


VP of Customer Operations

Signatures
/s/ Grant W. Collingsworth, attorney-in-fact for Teresa Jamison 7/29/2016
** 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 4(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 control number.
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