FORM 4

                

                
Check this box if no longer
subject to Section 16. Form 4 or
Form 5 obligations may continue.
See Instruction 1(b).

                
(Print or Type Responses)

            

            

                
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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  1. Name and Address of Reporting Person*

                    
HOAG JAY C

                		
                
                    
  1. Issuer Name and Ticker or Trading Symbol

                    
ExactTarget, Inc. (ET)

                		
                
                    
  1. Relationship of Reporting Person(s) to Issuer
    (Check all applicable)

                    

                        

                            
X
Director		
                            
10% Owner		
                        

                        

                            
X
Officer (give
            title below)		
                            
Other (specify
             below)		
                        

                        

                            
                                

                            		
                        

                    

                		
            

            

                
                    

                        

                            (Last)
                            (First)
                            (Middle)
                        

                        

                            
                                
C/O TECHNOLOGY CROSSOVER VENTURES 528 RAMONA STREET

                            		
                        

                    

                		
                
                    
  1. Date of Earliest
    Transcaction Required
    to be Reported
    (Month/Day/Year)

                    
2013-03-05

                		
                
                    
  1. If Amendment,
    Date Original
    Filed(Month/Day/Year)

                    

                		
            

            

                
                    

                        

                            (Street)
                        

                        

                            
                                
PALO ALTO

                            		
                            
                                
CA

                            		
                            
                                
94301

                            		
                        

                    

                		
                
                    
  1. Individual or Joint/Group Filing (Check Applicable Line)

                    
    
                        
  • Form filed by One Reporting Person
    • 
                        
  • X
    Form filed by More than One Reporting Person
    • 
                    

                		

            

            

                
                    

                        

                            (City)
                            (State)
                            (Zip)
                        

                        

                            
                                

                            		
                        

                    

                		
                
                    Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
                
            

        

        

            

                
  1. Title of Security
    (Instr. 3)

                
  1. Trans-
    action
    Date
    (Month/
    Day/
    Year)

                
  1. Deemed
    Execution
    Date, if
    any
    (Month/
    Day/Year)

                
  1. Transaction
    Code
    (Instr. 8)

                
  1. Securities Acquired (A)
    or Disposed of (D)
    (Instr. 3, 4 and 5)

                
  1. Amount of
    Securities
    Beneficially
    Owned
    Following
    Reported
    Transaction (s)
    (Instr. 3 and 4)

                
  1. Ownership
    Form:
    Direct
    (D) or
    Indirect
    (I)
    (Instr. 4)

                
  1. Nature of
    Indirect
    Beneficial
    Ownership
    (Instr. 4)

            

            

                Code
                
                V
                
                Amount
                
                (A) or (D)
                
                Price
                
            

                        

                Common Stock                
                2013-03-05                
                                
                4 S 0                
                                
                1998                
                D                
                22.5784                
                                
                I                
                Kukio Investors Limited Partnership                
            

                        

                Common Stock                
                2013-03-05                
                                
                4 S 0                
                                
                1704                
                D                
                22.93 1                
                                
                I                
                Robert W. Trudeau 2 3                
            

                        

                Common Stock                
                2013-03-06                
                                
                4 S 0                
                                
                102                
                D                
                22.6102                
                                
                I                
                Technology Crossover Management VII, L.P. 2                
            

                        

                Common Stock                
                2013-03-06                
                                
                5 G 0                
                                
                415                
                D                
                0 4                
                                
                I                
                Marshall Carroll 2000 Trust 2 5                
            

                        

                Common Stock                
                                
                                
                                  
                                
                                
                                
                                
                1483                
                I                
                Hoag Family Trust U/A Dtd 8/2/94 2 7                
            

                        

                Common Stock                
                                
                                
                                  
                                
                                
                                
                                
                1446                
                I                
                Hamilton Investments II, Limited Partnership 2 8                
            

                        

                Common Stock                
                                
                                
                                  
                                
                                
                                
                                
                1058                
                I                
                Drew Family Trust dated 10/5/2004 2 9                
            

                        

                Common Stock                
                                
                                
                                  
                                
                                
                                
                                
                647                
                I                
                Ten 271 Partners B 2 10                
            

                        

                Common Stock                
                                
                                
                                  
                                
                                
                                
                                
                1704                
                I                
                Reynolds Family Trust 2 11                
            

                        

                Common Stock                
                                
                                
                                  
                                
                                
                                
                                
                197                
                I                
                Marshall Partners 2 12                
            

                        

                Common Stock                
                                
                                
                                  
                                
                                
                                
                                
                4604339                
                I                
                TCV VII, L.P. 2 13                
            

                        

                Common Stock                
                                
                                
                                  
                                
                                
                                
                                
                2391141                
                I                
                TCV VII (A), L.P. 2 14                
            

                    

        

            
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).

        

        

            
(Over)
SEC 1474 (01-05)

        

        

            
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FORM 4 (continued)

            
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)

                		
                
  1. Con-
                    version
                    or
                    Exercise
                    Price of
                    Deri-
                    vative
                    Security

                		
                
  1. Trans-
                    action
                    Date
                    (Month/
                    Day/
                    Year)

                		
                
  1. Deemed
                    Execution
                    Date, if
                    any
                    (Month/
                    Day/
                    Year)

                		
                
  1. Trans-
                    action
                    Code
                    (Instr. 8)

                		
                
  1. Number of Derivative
                    Securities Acquired
                    (A) or Disposed
                    of (D)
                    (Instr. 3, 4, and 5)

                		
                
  1. Date Exercisable
                    and
                    Expiration
                    Date
                    (Month/Day/Year)

                		
                
  1. Title and Amount of
                    Underlying Securities
                    (Instr. 3 and 4)

                		
                
  1. Price
                    of
                    Derivative
                    Security
                    (Instr.
                    5)

                		
                
  1. Number
                    of derivative
                    Securities
                    Benefi-
                    cially
                    Owned
                    following
                    Reported
                    Transaction
                    (s)(Instr.4)

                		
                
  1. Owner-
                    ship
                    Form of
                    Deri-
                    vative
                    Secu-
                    rity:
                    Direct
                    (D) or
                    Indirect
                    (I)
                    (Instr. 4)

                		
                
  1. Nature
                    of
                    Indirect
                    Beneficial
                    Ownership
                    (Instr. 4)

                		
            

            

                Code
                
                V
                
                (A)
                
                (D)
                
                Date Exercisable
                
                Expiration Date
                
                Title
                
                Amount or number of shares
                
            

            
NO TRANSACTIONS        

        
Explanation of Responses:

        

            1. The price reported reflects the weighted average sale price.  This transaction was executed in multi
2. This Form 4 is filed by more than one Reporting Person and is a joint filing with the Form 4 filed b
3. Richard H. Kimball is the general partner of Kukio Investors Limited Partnership and may be deemed t
4. The price reported reflects the weighted average sale price.  This transaction was executed in multi
5. These securities are directly held by Technology Crossover Management VII, L.P. ("TCM VII").   Jay C
6. Bona fide gift of shares.
7. Mr. Marshall is a trustee of the Marshall Carroll 2000 Trust and may be deemed to beneficially own c
8. Mr. Hoag is a trustee of the Hoag Family Trust U/A dated 8/2/94 and may be deemed to beneficially ow
9. Mr. Hoag is the general partner of Hamilton Investments II, Limited Partnership and may be deemed to
10. Mr. Drew is a trustee of the Drew Family Trust dated 10/5/2004 and may be deemed to beneficially own
11. Mr. Drew is the general partner of Ten 271 Partners B and may be deemed to beneficially own certain 
12. Mr. Reynolds is a trustee of Reynolds Family Trust and may be deemed to beneficially own certain sec
13. Mr. Marshall is a partner of Marshall Partners and may be deemed to beneficially own certain securit
14. These securities are directly held by TCV VII, L.P. ("TCV VII").  The Class A Directors are Class A 
15. These securities are directly held by TCV VII (A), L.P. ("TCV VII (A)").  The Class A Directors are 
        

        

            
2013-03-07
Frederic D. Fenton, Authorized signatory for Jay C
2013-03-07
Frederic D. Fenton, Authorized signatory for Richa
2013-03-07
Frederic D. Fenton, Authorized signatory for John 
2013-03-07
Frederic D. Fenton, Authorized signatory for Jon Q
2013-03-07
Frederic D. Fenton, Authorized signatory for Rober
2013-03-07
Frederic D. Fenton, Authorized signatory for Chris
2013-03-07
Frederic D. Fenton, Authorized signatory for TCV V
2013-03-07
Frederic D. Fenton, Authorized signatory for TCV V
2013-03-07
Frederic D. Fenton, Authorized signatory for Techn
2013-03-07
Frederic D. Fenton, Authorized signatory for Techn
        

        

            

                
** 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.

                

                
Potential persons who are to respond to the collection of information contained in this form are not
required to respond unless the form displays a currently valid OMB Number.

            

            

                
Date

                
** Signature of Reporting Person

             

        

        
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