Home/Filings/4/A/0001179110-06-000438
4/A//SEC Filing

VON FURSTENBERG DIANE 4/A

Accession 0001179110-06-000438

CIK 0000891103other

Filed

Jan 3, 7:00 PM ET

Accepted

Jan 4, 6:40 PM ET

Size

32.9 KB

Accession

0001179110-06-000438

Insider Transaction Report

Form 4/AAmended
Period: 2005-09-30
Transactions
  • Other

    Options to Purchase Common Stock

    2005-08-09+2,5002,500 total
    Exercise: $24.61From: 2005-08-09Exp: 2010-04-04Common Stock (2,500 underlying)
  • Other

    Common Stock, par value $0.001

    2005-08-09+6,5676,567 total
  • Other

    Restricted Stock Units

    2005-08-09+4,5024,502 total
    Exercise: $0.00From: 2006-06-23Exp: 2007-06-23Common Stock (4,502 underlying)
  • Other

    Common Stock, par value $0.01

    2005-08-0910,8500 total
  • Other

    Restricted Stock Units

    2005-08-09+2,2512,251 total
    Exercise: $0.00From: 2006-05-29Exp: 2006-05-29Common Stock (2,251 underlying)
  • Other

    Options to Purchase Common Stock

    2005-08-09+5,0005,000 total
    Exercise: $20.12From: 2005-08-09Exp: 2009-03-31Common Stock (5,000 underlying)
  • Award

    Common Stock, par value $0.001

    2005-09-30$25.35/sh+168$4,2596,735 total
  • Other

    Restricted Stock Units

    2005-08-09+6,7536,753 total
    Exercise: $0.00From: 2006-07-19Exp: 2008-07-19Common Stock (6,753 underlying)
Footnotes (13)
  • [F1]Reflects the disposition of IAC Common Stock, par value $0.01 ("Old IAC Common Stock"), and the acquisition of IAC Common Stock, par value $0.001 ("New IAC Common Stock"), in each case, in connection with the spin-off by IAC/InterActiveCorp ("IAC") of Expedia, Inc. ("Expedia"), which was completed on August 9, 2005 (the "Spin-Off"). The Spin-Off, which was immediately preceded by a one-for-two reverse stock split (the "Reverse Stock Split"), was effected by way of a reclassification, pursuant to which each share of Old IAC Common Stock was reclassified into one share of New IAC Common Stock and 1/100 of a share of IAC Series 1 Mandatory Exchangeable Preferred Stock, which was automatically exchanged into one share of Expedia Common Stock.
  • [F10]New IAC RSUs received in connection with the Spin-Off have the same terms and conditions, including the same vesting periods, as Old IAC RSUs had immediately prior to the Spin-Off and Reverse Stock Split.
  • [F11]The terms of the initial grant provide for vesting in equal installments over three years on the anniversary of the grant date, May 29, 2003.
  • [F12]The terms of the initial grant provide for vesting in equal installments over three years on the anniversary of the grant date, June 23, 2004.
  • [F13]The terms of the initial grant provide for vesting in equal installments over three years on the anniversary of the grant date, July 19, 2005.
  • [F2]Includes (i)7,500 shares of Old IAC Common Stock held directly by the reporting person and (ii) 3,350 share units, each of which represents the right to receive one share of Old IAC Common Stock, accrued pursuant to the Non-Employee Director Deferred Compensation Plan, as of August 9, 2005 ("Old IAC Share Units").
  • [F3]Includes (i)3,750 shares of New IAC Common Stock held directly by the reporting person and (ii) 2,817 share units, each of which represents the right to receive one share of New IAC Common Stock, accrued pursuant to the Non-Employee Director Deferred Compensation Plan, as of August 9, 2005 ("New IAC Share Units").
  • [F4]In connection with the Spin-Off, all of the reporting person's Old IAC Share Units, which represented the right to receive shares of Old IAC Common Stock, were converted into New IAC Share Units representing the right to receive shares of New IAC Common Stock, with adjustments to the number of shares underlying each share unit based on the market capitalization of IAC after giving effect to the Spin-Off and Reverse Stock Split. The nature and impact of this adjustment were not accurately reflected in the initial form due to administrative error.
  • [F5]Represents New IAC Share Units accrued pursuant to the Non-Employee Director Deferred Compensation Plan as of September 30, 2005.
  • [F6]Includes (i)3,750 shares of New IAC Common Stock held directly by the reporting person and (ii) 2,985 New IAC Share Units accrued pursuant to the Non-Employee Director Deferred Compensation Plan as of September 30, 2005.
  • [F7]In connection with the Spin-Off, each of the reporting person's vested options to purchase shares of Old IAC Common Stock converted into one vested option to purchase shares of New IAC Common Stock and one vested option to purchase shares of Expedia Common Stock, with adjustments to the number of shares subject to each vested option and the option exercise prices based on the relative market capitalizations of IAC and Expedia after giving effect to the Spin-Off and Reverse Stock Split.
  • [F8]Other than the adjustments described in footnote 7 above, vested options to purchase New IAC Common Stock received in connection with the Spin-Off have the same terms and conditions, including the same exercise periods, as the vested options to purchase Old IAC Common Stock had immediately prior to the Spin-Off and Reverse Stock Split.
  • [F9]In connection with the Spin-Off, all of the reporting person's restricted stock units, which represented the right to receive shares of Old IAC Common Stock ("Old IAC RSUs"), converted into restricted stock units representing the right to receive shares of New IAC Common Stock, with adjustments to the number of shares underlying each restricted stock unit based on the market capitalization of IAC after giving effect to the Spin-Off and Reverse Stock Split ("New IAC RSUs").

Documents

1 file

Issuer

IAC/INTERACTIVECORP

CIK 0000891103

Entity typeother

Related Parties

1
  • filerCIK 0001200682

Filing Metadata

Form type
4/A
Filed
Jan 3, 7:00 PM ET
Accepted
Jan 4, 6:40 PM ET
Size
32.9 KB