4//SEC Filing
RetailMeNot, Inc. 4
Accession 0000899243-17-014428
CIK 0001475274operating
Filed
May 24, 8:00 PM ET
Accepted
May 25, 9:22 PM ET
Size
31.0 KB
Accession
0000899243-17-014428
Insider Transaction Report
Form 4
CUNNINGHAM G COTTER
DirectorPresident, CEO, & Chairman
Transactions
- Disposition to Issuer
Employee Stock Option (Right to Buy)
2017-05-23$9.52/sh−186,789$1,778,231→ 0 totalExercise: $2.08Exp: 2021-07-01→ Series 1 Common Stock (186,789 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2017-05-23−223,000→ 0 totalExercise: $18.52Exp: 2023-02-15→ Series 1 Common Stock (223,000 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2017-05-23$5.07/sh−48,594$246,372→ 0 totalExercise: $6.53Exp: 2026-02-15→ Series 1 Common Stock (48,594 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2017-05-23$9.52/sh−140,847$1,340,863→ 0 totalExercise: $2.08Exp: 2021-08-23→ Series 1 Common Stock (140,847 underlying) - Disposition to Issuer
Series 1 Common Stock, $0.001 par value
2017-05-23−196,371→ 0 total - Disposition to Issuer
Series 1 Common Stock, $0.001 par value
2017-05-23$11.60/sh−11,817$137,077→ 0 total(indirect: By Trust) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2017-05-23$1.24/sh−62,500$77,500→ 0 totalExercise: $10.36Exp: 2022-06-12→ Series 1 Common Stock (62,500 underlying) - Disposition to Issuer
Series 1 Common Stock, $0.001 par value
2017-05-23$11.60/sh−726,253$8,424,535→ 196,371 total - Disposition to Issuer
Series 1 Common Stock, $0.001 par value
2017-05-23$11.60/sh−11,817$137,077→ 0 total(indirect: By Trust) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2017-05-23$9.52/sh−144,230$1,373,070→ 0 totalExercise: $2.08Exp: 2021-07-01→ Series 1 Common Stock (144,230 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2017-05-23−143,000→ 0 totalExercise: $32.58Exp: 2024-01-17→ Series 1 Common Stock (143,000 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2017-05-23−175,000→ 0 totalExercise: $16.41Exp: 2025-02-15→ Series 1 Common Stock (175,000 underlying) - Disposition to Issuer
Series 1 Common Stock, $0.001 par value
2017-05-23$11.60/sh−11,817$137,077→ 0 total(indirect: By Trust)
Footnotes (5)
- [F1]Disposed of upon the closing of the tender offer and merger pursuant to the Agreement and Plan of Merger by and among Harland Clarke Holdings Corp. ("Parent"), R. Acquisition Sub, Inc. ("Purchaser") (a wholly owned subsidiary of Parent), and Issuer, dated as of April 10, 2017 (the "Merger Agreement"), whereby Purchaser acquired each outstanding share of Series 1 common stock of the Issuer for a cash payment of $11.60 per share.
- [F2]Disposed of pursuant to the Merger Agreement whereby such Restricted Stock Units were terminated in exchange for the right to receive future cash payments in the amount of $11.60 per terminated Restricted Stock Unit pursuant to the Restricted Stock Unit's original vesting schedule.
- [F3]These shares are held in a trust for the benefit of the Reporting Person's child.
- [F4]Disposed of pursuant to the Merger Agreement, whereby each stock option that was outstanding and unexercised immediately prior to the Effective Time (as defined in the Merger Agreement), whether or not vested, was cancelled in exchange for the right to receive cash in an amount equal to the product of (i) the total number of shares subject to each such option immediately prior to the Effective Time and (ii) the excess, if any, of (x) $11.60 over (y) the exercise price per share subject to such stock option.
- [F5]Pursuant to the terms of the Merger Agreement, options with an exercise price greater than $11.60 per share were terminated without any payment therefore in the Merger (as defined in the Merger Agreement).
Documents
Issuer
RetailMeNot, Inc.
CIK 0001475274
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001475274
Filing Metadata
- Form type
- 4
- Filed
- May 24, 8:00 PM ET
- Accepted
- May 25, 9:22 PM ET
- Size
- 31.0 KB