4//SEC Filing
JEROME JAMES P 4
Accession 0001179110-12-013540
CIK 0001496623other
Filed
Aug 29, 8:00 PM ET
Accepted
Aug 30, 5:10 PM ET
Size
12.9 KB
Accession
0001179110-12-013540
Insider Transaction Report
Form 4
JEROME JAMES P
EVP Card Operations
Transactions
- Exercise/Conversion
Common Stock
2012-08-28+100,000→ 100,000 total - Exercise/Conversion
Employee Stock Option (light to buy) (257,672)
2012-08-28−100,000→ 157,672 total→ Common Stock (100,000 underlying) - Sale
Common Stock
2012-08-28−100,000→ 0 total
Holdings
- 75,000
Employee Stock Option (right to buy) (75,000)
→ Common Stock (75,000 underlying) - 13,559
Restricted Stock (13,559)
Footnotes (6)
- [F1]Reflects the sale of 90,704 shares @ $9.32 per share and 9,296 shares @ $9.38 per share
- [F2]Restricted stock units were granted on February 9, 2012 (13,559 shares). The shares shown may not be sold or otherwise transferred until they vest. The shares will vest 25% per year on the four subsequent anniversaries of their grant date if the holder remains in the employ of the Company through the applicable vesting date. The vesting of the shares is subject to acceleration in the event of the death or disability of the holder and any change in control of the Company.
- [F3]Options were granted on May 8, 2008 (75,000 shares @ $3.45 per share, 25,000 exercised on October 19, 2010; 50,000 shares exercised on August 28, 2012); October 22, 2008 (50,000 shares @ $3.47 per share; vesting 25% on each of August 15, 2009, 2010, 2011 and 2012; 50,000 shares exercised on August 28, 2012), February 5, 2009 (25,000 shares @ $3.47 per share; vesting 25% on each of February 5, 2010, 2011, 2012 and 2013), April 20, 2010 (50,250 shares @ $3.78 per share; vesting 25% on each of March 25, 2011, 2012, 2013 and 2014), April 20, 2010 (24,750 shares @ $3.78 per share; vesting 100% on October 22, 2012), February 16, 2011 (30,000 shares @ $14.80 per share; vesting 25% on each of February 16, 2012, 2013, 2014 and 2015), and February 9, 2012 (27,672 shares @ $8.75 per share; vesting 25% on each of February 9, 2013, 2014, 2015 and 2016).
- [F4]The vesting of the options is conditioned upon the holder continuing to provide services through the applicable vesting date and is subject to acceleration in the event of a change in control of the Company. The options have a term of ten years from their date of grant.
- [F5]Options were granted on May 8, 2008 (50,000 shares @ $3.45 per share; time-based vesting condition satisfied) and October 22, 2008 (25,000 shares @ $3.47 per share; time-based vesting condition satisfied. In addition to the time-based vesting requirements, the vesting of the options also requires that (i) an equity valuation hurdle (currently $1.38 billion) or (ii) an EBITDA hurdle ($93.5 million for 2012 and increasing 10% per year thereafter) be achieved. If these performance goals are not met, the option granted in May 2008 will vest 100% on April 7, 2014 and the option granted in October 2008 will vest 100% on August 15, 2014.
- [F6]The vesting of the options is conditioned upon the holder continuing to provide services through the applicable vesting date and is subject to acceleration in the event of a change in control of the Company that exceeds the equity valuation hurdle and forfeiture in the event a change in control that does not meet the equity valuation hurdle occurs prior to the EBITDA or cliff vesting dates. The options have a term of ten years from their date of grant.
Documents
Issuer
NetSpend Holdings, Inc.
CIK 0001496623
Entity typeother
Related Parties
1- filerCIK 0001283071
Filing Metadata
- Form type
- 4
- Filed
- Aug 29, 8:00 PM ET
- Accepted
- Aug 30, 5:10 PM ET
- Size
- 12.9 KB