FORM 4 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 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 * RRE Ventures GP IV, LLC   2. Issuer Name and Ticker or Trading Symbol On Deck Capital Inc [ONDK] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O RRE VENTURES, 130 EAST 59TH STREET, 17TH FLOOR 3. Date of Earliest Transaction (Month/Day/Year) 12/22/2014 (Street) NEW YORK, NY 10022 4. If Amendment, Date 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 (City) (State) (Zip) 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 12/22/2014   C   7,900,268 A (1) (2) (3) (4) (5) 8,627,396 I See footnote (6)

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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 Underlying Securities (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
Series B Preferred Stock	(1)	12/22/2014		C			5,621,432	(1)	(1)	Common Stock	5,621,432	$ 0	0	I	See footnote (6)
Series C Preferred Stock	(2)	12/22/2014		C			1,032,088	(2)	(2)	Common Stock	1,032,088	$ 0	0	I	See footnote (6)
Series C-1 Preferred Stock	(3)	12/22/2014		C			253,356	(3)	(3)	Common Stock	253,356	$ 0	0	I	See footnote (6)
Series D Preferred Stock	(4)	12/22/2014		C			942,406	(4)	(4)	Common Stock	942,406	$ 0	0	I	See footnote (6)
Series E Preferred Stock	(5)	12/22/2014		C			50,986	(5)	(5)	Common Stock	50,986	$ 0	0	I	See footnote (6)

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
RRE Ventures GP IV, LLC C/O RRE VENTURES 130 EAST 59TH STREET, 17TH FLOOR NEW YORK, NY 10022		X
RRE VENTURES IV L P C/O RRE VENTURES 130 EAST 59TH STREET, 17TH FLOOR NEW YORK, NY 10022		X
Robinson James D IV C/O RRE VENTURES 130 EAST 59TH STREET, 17TH FLOOR NEW YORK, NY 10022		X
Ellman Stuart J. C/O RRE VENTURES 130 EAST 59TH STREET, 17TH FLOOR NEW YORK,, NY 10022		X

Signatures

/s/ Will D. Porteous, Chief Operating Officer, RRE Ventures IV, L.P.		12/22/2014
**Signature of Reporting Person		Date
RRE Ventures GP IV, LLC, its General Partner, /s/ Will D. Porteous, Chief Operating Officer, RRE Ventures IV, L.P.		12/22/2014
**Signature of Reporting Person		Date
/s/ James D. Robinson IV		12/22/2014
**Signature of Reporting Person		Date
/s/ Stuart J. Ellman		12/22/2014
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	The Series B Preferred Stock automatically converted into Common Stock on a one for one basis immediately prior to the completion of the Issuer's initial public offering of common stock and had no expiration date.
(2)	The Series C Preferred Stock automatically converted into Common Stock on a one for one basis immediately prior to the completion of the Issuer's initial public offering of common stock and had no expiration date.
(3)	The Series C-1 Preferred Stock automatically converted into Common Stock on a one for one basis immediately prior to the completion of the Issuer's initial public offering of common stock and had no expiration date.
(4)	The Series D Preferred Stock automatically converted into Common Stock on a one for one basis immediately prior to the completion of the Issuer's initial public offering of common stock and had no expiration date.
(5)	The Series E Preferred Stock automatically converted into Common Stock on a one for one basis immediately prior to the completion of the Issuer's initial public offering of common stock and had no expiration date.
(6)	The reported shares are held of record by RRE Ventures IV, L.P. ("RRE LP"). RRE Ventures GP IV, LLC ("RRE GP"), is the general partner of RRE LP. James D. Robinson IV and Stuart J. Ellman, as the managing members of RRE GP, share voting and dispositive power with respect to the shares held by RRE LP. Messrs. Robinson and Ellman disclaim beneficial ownership of the securities reported herein, except to the extent of his individual pecuniary interest therein.

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