4//SEC Filing
Tomer J Scott 4
Accession 0001013762-11-003356
CIK 0000852766other
Filed
Dec 19, 7:00 PM ET
Accepted
Dec 20, 5:04 PM ET
Size
7.8 KB
Accession
0001013762-11-003356
Insider Transaction Report
Form 4
YTB International, Inc.YTBLA.PK
Tomer J Scott
DirectorChief Executive OfficerOther
Transactions
- Gift
Class A Common Stock
2011-12-15−2,000,000→ 2,948,756 total(indirect: Life Is Good, LP)
Holdings
- 1,947,444
Class A Common Stock
Footnotes (3)
- [F1]The Reporting Person is a member of a Section 13(d) group and a party to a certain Stockholders' Agreement, dated as of December 8, 2004, by and among the Reporting Person and other stockholders of the Issuer that together own a significant percentage of the Issuer's outstanding Common Stock, pursuant to which the Reporting Person shares voting power over additional shares subject to the voting arrangements thereunder. In addition, as a result of the grant, on November 22, 2006, to the Reporting Person and other members of the Reporting Person's Section 13(d) group of an irrevocable proxy with respect to additional shares of the Issuer's Common Stock, the Reporting Person directly shares voting power with respect to such additional shares. The Reporting Person does not possess a pecuniary interest with respect to any such shares, however, and has therefore not reported them in this Form 4.
- [F2]The Issuer has two classes of common stock, Class A Common Stock and Class B Common Stock. The two classes of common stock are identical in all respects except as to voting power, as shares of Class A Common Stock are entitled to one-tenth vote per share, and shares of Class B Common Stock, one vote per share, on all matters submitted to a vote of the Issuer's stockholders. Because shares of Class B Common Stock automatically convert into Class A Common Stock on a one-for-one basis upon sale or other disposition (with the exception of transfers among related entities, transfers to trusts for the benefit of the transferring holder of the Class B Common Stock, bona fide pledges under financing arrangements and similar transfers), the Reporting Person has included Class B Common Stock in calculating and reporting the total number of shares of Class A Common Stock that he holds or that he has acquired or disposed of throughout this Form 4.
- [F3]On December 15, 2011, Life is Good, LP, an entity in which Mr. Tomer and his wife hold a limited partnership interest via a family trust, gifted 2,000,000 shares to Mr. and Mrs. Tomer's four children. Mr. Tomer disclaims beneficial ownership of these shares as a result of the gift.
Documents
Issuer
YTB International, Inc.
CIK 0000852766
Entity typeother
Related Parties
1- filerCIK 0001312584
Filing Metadata
- Form type
- 4
- Filed
- Dec 19, 7:00 PM ET
- Accepted
- Dec 20, 5:04 PM ET
- Size
- 7.8 KB