4//SEC Filing
TIVO INC 4
Accession 0001088825-16-000424
CIK 0001088825operating
Filed
Sep 7, 8:00 PM ET
Accepted
Sep 8, 8:20 PM ET
Size
9.9 KB
Accession
0001088825-16-000424
Insider Transaction Report
Form 4
TIVO INCTIVO
ROGERS THOMAS S
DirectorCEO
Transactions
- Disposition to Issuer
Common Stock
2016-09-07−2,523,756→ 0 total - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2016-09-07−983,818→ 0 totalExercise: $6.18From: 2007-04-21Exp: 2017-03-21→ Common Stock (983,818 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2016-09-07−500,000→ 0 totalExercise: $8.94From: 2008-04-26Exp: 2018-03-26→ Common Stock (500,000 underlying)
Footnotes (3)
- [F1]Pursuant to that certain Agreement and Plan of Merger, dated as of April 28, 2016 (the "Merger Agreement"), by and among the issuer (f/k/a TiVo Inc.), Rovi Corporation, TiVo Corporation (f/k/a Titan Technologies Corporation) ("Parent"), Titan Acquisition Sub, Inc. ("TiVo Merger Sub") and Nova Acquisition Sub, Inc., upon the effective time of the merger of TiVo Merger Sub with and into the issuer (the "TiVo Merger"), each issued and outstanding share of the issuer's common stock automatically converted into a right to receive (x) 0.3853 validly issued, fully paid and non-assessable shares of Parent's common stock and (y) $2.75 in cash (the "Merger Consideration").
- [F2]Stock option vested and became exercisable monthly for 48 months beginning 1 month after the grant date.
- [F3]Pursuant to the Merger Agreement, upon the effective time of the TiVo Merger, each outstanding option was cancelled and automatically converted into the right to receive the Merger Consideration, less the exercise price and any required withholdings applicable to such stock option (which exercise price and withholdings were first deducted from the cash portion of the Merger Consideration to reduce the cash delivered to the Reporting Person, and thereafter reduced the number of shares of Parent's common stock delivered to the Reporting Person).
Documents
Issuer
TIVO INC
CIK 0001088825
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001088825
Filing Metadata
- Form type
- 4
- Filed
- Sep 7, 8:00 PM ET
- Accepted
- Sep 8, 8:20 PM ET
- Size
- 9.9 KB