SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
GALLOWAY SCOTT

(Last) (First) (Middle)
C/O BRAND FARM
42 W 15TH STREET # 2

(Street)
NEW YORK NY 10011

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
REDENVELOPE INC [ REDE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/23/2005
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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
Common Stock 12/23/2005 P 37,500 A $10.49 1,162,412 I See Footnote ( 1 )
Common Stock 12/27/2005 P 2,500 A $10.44 1,164,912 I See Footnote ( 1 )
Common Stock 231,878 ( 2 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
1. Name and Address of Reporting Person*
GALLOWAY SCOTT

(Last) (First) (Middle)
C/O BRAND FARM
42 W 15TH STREET # 2

(Street)
NEW YORK NY 10011

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Firebrand Partners LLC

(Last) (First) (Middle)
100 SOUTHPOINT, NO. 601

(Street)
MIAMI FL 33139

(City) (State) (Zip)
1. Name and Address of Reporting Person*
KREVLIN GLENN J

(Last) (First) (Middle)
598 MADISON AVENUE
12TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GLENHILL CAPITAL MANAGEMENT LLC

(Last) (First) (Middle)
598 MADISON AVE
12TH FL

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GLENHILL ADVISORS LLC

(Last) (First) (Middle)
598 MADISON AVE
12TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
GLENHILL CAPITAL LP

(Last) (First) (Middle)
598 MADISON AVENUE 12TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Glenhill Capital Overseas GP, Ltd.

(Last) (First) (Middle)
598 MADISON AVE
12TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Glenhill Capital Overseas Master Fund, L.P.

(Last) (First) (Middle)
598 MADISON AVE
12TH FLOOR

(Street)
NEW YORK NY 10022

(City) (State) (Zip)
Explanation of Responses:
1. Represents shares acquired and held by Firebrand Partners, LLC. The other reporting persons on this Form 4 may be deemed to own indirectly the shares acquired and held by Firebrand Partners, LLC.
2. Represents shares held solely by Mr. Galloway.
Scott Galloway 12/27/2005
Scott Galloway, Manager 12/27/2005
Glenn J. Krevlin 12/27/2005
Glenn J. Krevlin, Managing Member of GJK Capital Management LLC 12/27/2005
Glenn J. Krevlin, Managing Member of Krevlin Advisors LLC 12/27/2005
Glenn J. Krevlin, on behalf of Glenhill Capital LP 12/27/2005
Glenn J. Krevlin, Director 12/27/2005
Glenn J. Krevlin, on behalf of Glenhill Capital Overseas Master Fund LP 12/27/2005
** 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).
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