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Form 3 Telenav, Inc. For: Jan 27 Filed by: Kandal Philipp Wolfgang Josef

February 1, 2017 6:32 PM EST
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 *
Kandal Philipp Wolfgang Josef

(Last) (First) (Middle)
C/O TELENAV, INC.
4655 GREAT AMERICA PARKWAY, SUITE 300

(Street)
SANTA CLARA CA 95054

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/27/2017
3. Issuer Name and Ticker or Trading Symbol
Telenav, Inc. [ TNAV ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP of Engineering
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)
Common Stock 99,180
D
 
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
Employee Stock Option (right to buy)   (1) 10/01/2025 Common Stock 100,000 7.67 D  
Restricted Stock Unit   (2)   (2) Common Stock 75,000 (3) D  
Employee Stock Option (right to buy)   (4) 11/04/2026 Common Stock 90,000 4.8 D  
Explanation of Responses:
1. This option vests as to 1/48th of the shares underlying the option on each monthly anniversary of the date of the vesting commencement date, which is October 1, 2015.
2. 25,000 restricted stock units shall vest on each of October 1, 2017, October 1, 2018 and October 1, 2019, respectively.
3. Each restricted stock unit represents a contingent right to receive one share of Common Stock of Telenav, Inc.
4. This option vests as to 1/48th of the shares underlying the option on each monthly anniversary of the date of the vesting commencement date, which is November 14, 2016.
Lily Toy, by power of attorney for Philipp Kandal 02/01/2017
** 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 Number.
LIMITED POWER OF ATTORNEY - SECURITIES LAW COMPLIANCE
      The undersigned, as an officer or director of
TeleNav, Inc. (the "Company"), hereby constitutes
and appoints H.P. Jin, Michael Strambi and Lily Toy,
and each of them,the undersigned's true and lawful
attorney-in-fact and agent to complete and execute such
Forms 144, Forms 3, 4 and 5 and other forms as such attorney
shall in his discretion determine to be required or advisable
pursuant to Rule 144 promulgated under the Securities Act of
1933, as amended, Section 16 of the Securities Exchange
Act of 1934,as amended, and the rules and regulations
promulgated thereunder, or any successor laws and
regulations, as a consequence of the undersigned's
ownership, acquisition or disposition of securities of
the Company, and to do all acts necessary in order to
file such forms with the Securities and Exchange
Commission, any securities exchange or national
association, the Company and such other person or
agency as the attorney shall deem appropriate.  The
undersigned hereby ratifies and confirms all that
said attorneys-in-fact and agents shall do or cause
to be done by virtue hereof.
      This Limited Power of Attorney shall remain in full
force and effect until the undersigned is no longer required
to file Forms 3, 4 and 5 with respect to the undersigned's
holdings of and transactions in securities issued by
the Company unless earlier revoked by the undersigned
in a writing delivered to the foregoing attorneys-in-fact.
      This Limited Power of Attorney is executed at
Santa Clara, California, as of the date set forth below.


					/s/Philipp Kandal
					Philipp Kandal
					Dated:  01/26/17
Witness:

/s/ Xiao Liu
Xiao Liu
Dated: 01/26/17

















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