4//SEC Filing
Trimarchi Mike 4
Accession 0001104659-18-035439
CIK 0001665658other
Filed
May 22, 8:00 PM ET
Accepted
May 23, 4:07 PM ET
Size
12.9 KB
Accession
0001104659-18-035439
Insider Transaction Report
Form 4
CommerceHub, Inc.CHUBA
Trimarchi Mike
Chief Accounting Officer
Transactions
- Disposition to Issuer
Series C Common Stock
2018-05-21−72,402→ 0 total - Disposition to Issuer
Stock Option (right to buy) - CHUBK
2018-05-21−61,103→ 0 totalExercise: $16.30Exp: 2027-03-15→ Series C common stock (61,103 underlying) - Disposition to Issuer
Stock Option (right to buy) - CHUBK
2018-05-21−93,633→ 0 totalExercise: $16.34Exp: 2026-05-19→ Series C common stock (93,633 underlying) - Disposition to Issuer
Stock Option (right to buy) - CHUBK
2018-05-21−18,727→ 0 totalExercise: $16.34Exp: 2026-05-19→ Series C common stock (18,727 underlying)
Footnotes (6)
- [F1]Includes restricted stock units ("RSUs") that were granted in March 2017 and March 2018 with respect to the Issuer's Series C common stock. The RSUs were scheduled to vest in four equal annual installments beginning on the first anniversary of the respective grant dates. Also includes 1,000 shares acquired under the Issuer's Employee Stock Purchase Plan on March 26, 2018.
- [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 and each of the reporting person's RSUs was converted into the right to receive $22.75 in cash.
- [F3]25% of the options were vested at the time of the Merger. The remainder of this stock option award was scheduled to vest in three equal annual installments on each of March 15, 2019, March 15, 2020 and March 15, 2021.
- [F4]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.
- [F5]50% of the options were vested at the time of the Merger. The remainder of this stock option award was scheduled to vest in equal installments on each of May 19, 2019 and May 19, 2020.
- [F6]These stock options were fully vested at the time of the Merger.
Documents
Issuer
CommerceHub, Inc.
CIK 0001665658
Entity typeother
Related Parties
1- filerCIK 0001680899
Filing Metadata
- Form type
- 4
- Filed
- May 22, 8:00 PM ET
- Accepted
- May 23, 4:07 PM ET
- Size
- 12.9 KB