4//SEC Filing
Hollingsworth Chad 4
Accession 0001104659-18-035434
CIK 0001665658other
Filed
May 22, 8:00 PM ET
Accepted
May 23, 4:03 PM ET
Size
25.3 KB
Accession
0001104659-18-035434
Insider Transaction Report
Form 4
CommerceHub, Inc.CHUBA
Hollingsworth Chad
Director
Transactions
- Disposition to Issuer
Series A Common Stock
2018-05-21−908→ 0 total - Disposition to Issuer
Stock Option (right to buy) - CHUBA
2018-05-21−736→ 0 totalExercise: $6.97Exp: 2021-12-15→ Series A common stock (736 underlying) - Disposition to Issuer
Stock Option (right to buy) - CHUBA
2018-05-21−517→ 0 totalExercise: $4.64Exp: 2021-12-15→ Series A common stock (517 underlying) - Disposition to Issuer
Stock Option (right to buy) - CHUBK
2018-05-21−1,035→ 0 totalExercise: $4.62Exp: 2021-12-15→ Series C common stock (1,035 underlying) - Disposition to Issuer
Stock Option (right to buy) - CHUBA
2018-05-21−1,785→ 0 totalExercise: $13.29Exp: 2023-05-12→ Series A common stock (1,785 underlying) - Disposition to Issuer
Stock Option (right to buy) - CHUBK
2018-05-21−3,557→ 0 totalExercise: $13.24Exp: 2023-05-12→ Series C common stock (3,557 underlying) - Disposition to Issuer
Stock Option (right to buy) - CHUBK
2018-05-21−1,472→ 0 totalExercise: $6.94Exp: 2021-12-15→ Series C common stock (1,472 underlying) - Disposition to Issuer
Series C Common Stock
2018-05-21−21,116→ 0 total - Disposition to Issuer
Stock Option (right to buy) - CHUBK
2018-05-21−197→ 0 totalExercise: $13.24Exp: 2022-05-12→ Series C common stock (197 underlying) - Disposition to Issuer
Stock Option (right to buy) - CHUBA
2018-05-21−99→ 0 totalExercise: $13.29Exp: 2022-05-12→ Series A common stock (99 underlying)
Footnotes (6)
- [F1]Includes 124 restricted shares of the Issuer's Series A common stock received by the reporting person in a pro rata distribution by Liberty Interactive Corporation (now known as Qurate Retail, Inc., "Liberty") on July 22, 2016, in connection with the spin-off of the Issuer (formerly a wholly-owned subsidiary of Liberty) from Liberty (the "spin-off") and that were scheduled to vest 100% in 2019.
- [F2]Pursuant to the Agreement and Plan of Merger, dated as of March 5, 2018 (the "Merger Agreement"), by and among the Issuer, Great Dane Parent, LLC ("Great Dane Parent"), and Great Dane Merger Sub, Inc. ("Merger Sub"), a direct, wholly owned subsidiary of Great Dane Parent, on May 21, 2018, Merger Sub was merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Great Dane Parent (the "Merger"). Pursuant to the Merger Agreement, at the effective time of the Merger, each share of the Issuer's common stock was converted into the right to receive $22.75 in cash.
- [F3]Includes restricted stock units ("RSUs") with respect to the Issuer's Series C common stock. The reporting person's RSUs were scheduled to vest upon the earlier of (i) June 16, 2018 or (ii) the date of the Issuer's 2018 annual meeting of stockholders. Also includes 250 restricted shares of the Issuer's Series C common stock received by the reporting person in the spin-off and that were scheduled to vest 100% in 2019. Pursuant to the Merger Agreement, at the effective time of the Merger, each of the reporting person's RSUs and restricted shares was converted into the right to receive $22.75 in cash.
- [F4]These stock options were fully vested at the time of the Merger.
- [F5]These stock options were canceled in the Merger in exchange for a cash payment based on the number of stock options canceled multiplied by the difference between the exercise price of the option and $22.75.
- [F6]These stock options were scheduled to vest in equal installments on each of December 31, 2019 and December 31, 2020.
Documents
Issuer
CommerceHub, Inc.
CIK 0001665658
Entity typeother
Related Parties
1- filerCIK 0001634652
Filing Metadata
- Form type
- 4
- Filed
- May 22, 8:00 PM ET
- Accepted
- May 23, 4:03 PM ET
- Size
- 25.3 KB