Poore Francis J 4
4 · CommerceHub, Inc. · Filed May 23, 2018
Insider Transaction Report
Form 4
CommerceHub, Inc.CHUBA
Poore Francis J
DirectorCEO/President
Transactions
- Disposition to Issuer
Stock Option (right to buy) - CHUBK
2018-05-21−763,593→ 0 totalExercise: $2.65Exp: 2021-01-10→ Series C common stock (763,593 underlying) - Disposition to Issuer
Stock Option (right to buy) - CHUBK
2018-05-21−2,306,155→ 0 totalExercise: $16.34Exp: 2026-06-28→ Series C common stock (2,306,155 underlying)
Footnotes (3)
- [F1]These stock options were fully vested at the time of the Merger.
- [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"). 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.
- [F3]Approximately 46% of these stock options were vested at the time of the Merger, with 48,045 scheduled to vest on May 28, 2018 and each monthly anniversary thereafter through May 28, 2020, and with the final 48,041 vesting on June 27, 2020.