4//SEC Filing
Ottosson Mikael J 4
Accession 0000899243-21-042504
CIK 0001540184other
Filed
Nov 1, 8:00 PM ET
Accepted
Nov 2, 7:25 PM ET
Size
18.8 KB
Accession
0000899243-21-042504
Insider Transaction Report
Form 4
Medallia, Inc.MDLA
Ottosson Mikael J
Chief Technology Officer & EVP
Transactions
- Disposition to Issuer
Common Stock
2021-10-29−34,378→ 116,933 total - Disposition to Issuer
Employee Stock Option (right to buy)
2021-10-29$34.00/sh−122,376$4,160,784→ 0 totalExercise: $5.47Exp: 2026-09-07→ Common Stock (122,376 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2021-10-29$34.00/sh−58,375$1,984,750→ 0 totalExercise: $5.69Exp: 2027-03-16→ Common Stock (58,375 underlying) - Award
Common Stock
2021-10-29+60,297→ 177,230 total - Disposition to Issuer
Common Stock
2021-10-29−177,230→ 0 total - Disposition to Issuer
Employee Stock Option (right to buy)
2021-10-29$34.00/sh−22,624$769,216→ 0 totalExercise: $4.42Exp: 2025-09-09→ Common Stock (22,624 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2021-10-29$34.00/sh−241,625$8,215,250→ 0 totalExercise: $6.26Exp: 2028-03-06→ Common Stock (241,625 underlying)
Footnotes (6)
- [F1]Pursuant to the Agreement and Plan of Merger between the Issuer, Project Metal Parent, LLC and Project Metal Merger Sub, Inc. dated July 25, 2021, each share of issued and outstanding Issuer common stock was cancelled and converted into the right to receive $34.00 in cash.
- [F2]The shares are represented by restricted stock units, or RSUs.
- [F3]Immediately prior to the effective time of the merger, certain RSUs subject to the achievement of performance-based criteria were deemed achieved and vest as follows: (i) 15,000 RSUs vest on April 15, 2022; (ii) 13,392 RSUs vest on March 15, 2023 and (iii) 31,905 RSUs vest on April 15, 2024.
- [F4]At the effective time of the merger, the RSUs were cancelled and converted into a right to receive $34.00 in cash for each outstanding unit which will vest and be payable at the same time as the unvested RSUs for which such cash amount was exchanged would have vested pursuant to its terms.
- [F5]Shares subject to the option are fully vested and immediately exercisable. At the effective time of the merger, the vested options were cancelled in exchange for a cash payment representing the difference between $34.00 and the exercise price of the option per share.
- [F6]The option provided for vesting of one-fourth of the total shares subject to the option on August 20, 2019 and 1/48th of the total shares vesting monthly thereafter. At the effective time of the merger, the 218,704 vested options were cancelled in exchange for a cash payment representing the difference between $34.00 and the exercise price of the option per share. The remaining 22,921 unvested options were cancelled and converted into the right to receive a cash payment which represents the difference between $34.00 and the exercise price of the option per share for each outstanding unvested option which will vest and be payable at the same time as the unvested options for which such cash amount was exchanged would have vested pursuant to its terms.
Documents
Issuer
Medallia, Inc.
CIK 0001540184
Entity typeother
Related Parties
1- filerCIK 0001782196
Filing Metadata
- Form type
- 4
- Filed
- Nov 1, 8:00 PM ET
- Accepted
- Nov 2, 7:25 PM ET
- Size
- 18.8 KB