Home/Filings/4/0000950142-17-002134
4//SEC Filing

Sokol Alan J. 4

Accession 0000950142-17-002134

CIK 0001567345other

Filed

Nov 30, 7:00 PM ET

Accepted

Dec 1, 5:23 PM ET

Size

13.5 KB

Accession

0000950142-17-002134

Insider Transaction Report

Form 4
Period: 2017-11-29
Sokol Alan J.
DirectorChief Executive Officer
Transactions
  • Other

    Class A Common Stock

    2017-11-29250,545509,591 total
  • Other

    EMPLOYEE STOCK OPTION (RIGHT TO BUY)

    2017-11-29312,500487,500 total
    Exercise: $10.20Exp: 2023-04-09Class A Common Stock (312,500 underlying)
  • Other

    WARRANTS (RIGHT TO PURCHASE)

    2017-11-291,6501,650 total
    Exercise: $6.00From: 2013-04-04Exp: 2018-04-04Class A Common Stock (825 underlying)
Holdings
  • EMPLOYEE STOCK OPTION (RIGHT TO BUY)

    Exercise: $11.90Exp: 2026-11-10Class A Common Stock (300,000 underlying)
    300,000
Footnotes (7)
  • [F1]The securities of Hemisphere Media Group, Inc. (the "Company") were transferred directly to Mr. Sokol's former spouse as a part of a domestic relations order in a transaction exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16a-12. This is a volunatry filing.
  • [F2]Of these shares, 216,666 are restricted securities which will vest, subject to certain exceptions, as follows: 100,000 shares will vest upon the fair market value of the Company's Class A common stock, par value $0.0001 per share ("Class A common stock") stock price reaching or exceeding $15.00 per share on at least ten trading days (which need not be consecutive) following April 4, 2013, and 116,666 shares will vest in equal annual installments on the second and third anniversary of April 5, 2016.
  • [F3]Of the options transferred, 37,500 options to purchase shares of Class A common stock, shall be held by the Reporting Person in constructive trust until the vesting condition for such options is satisfied (as discussed in note 4 below) and since the economic interest in such 37,500 options to purchase Class A common stock has been transferred pursuant to the domestic relations order, the Reporting Person no longer reports as beneficially owned and disclaims ownership over such options held in constructive trust or any of the other securities in which beneficial ownership was transferred to his former spouse as reported herein.
  • [F4]Of these options to purchase shares of Class A common stock that have been transferred, 37,500 options will vest upon the fair market value of the Class A common stock price reaching or exceeding $15.00 per share on at least ten trading days (which need not be consecutive) following April 4, 2013.
  • [F5]Of these stock options, 212,500 options will vest upon the fair market value of the Class A common stock price reaching or exceeding $15.00 per share on at least ten trading days (which need not be consecutive) following April 4, 2013.
  • [F6]Of these stock options, 100,000 options are fully vested, and 200,000 options will vest, subject to certain exceptions, in equal annual installments on the second and third anniversary of April 5, 2016.
  • [F7]Pursuant to the terms of the warrant agreement, as amended by the Assignment, Assumption and Amendment of Warrant Agreement, a form of which was filed with the Securities and Exchange Commission as Annex B to the Company's Amendment No. 3 to its Registration Statement on Form S-4 filed on March 15, 2013, as subsequently amended, the warrants will expire on April 4, 2018 unless the Company is liquidated prior to such time.

Issuer

HEMISPHERE MEDIA GROUP, INC.

CIK 0001567345

Entity typeother

Related Parties

1
  • filerCIK 0001573403

Filing Metadata

Form type
4
Filed
Nov 30, 7:00 PM ET
Accepted
Dec 1, 5:23 PM ET
Size
13.5 KB