ET HOLDINGS LLC 4
4 · LEAPFROG ENTERPRISES INC · Filed Dec 27, 2010
Insider Transaction Report
Form 4
ET HOLDINGS LLC
10% Owner
Transactions
- Sale
Class B Common Stock, $.0001 par value
2010-12-22−579,928→ 0 total→ Class A Common Stock, $.0001 par value (579,928 underlying)
Holdings
- 5,039,937(indirect: By Michael R. Milken)
Class B Common Stock, $.0001 par value
→ Class A Common Stock, $.0001 par value (5,039,937 underlying) - 521,335(indirect: By Lowell J. Milken)
Class B Common Stock, $.0001 par value
→ Class A Common Stock, $.0001 par value (521,335 underlying) - 11,579(indirect: By Hampstead Associates, L.L.C.)
Class B Common Stock, $.0001 par value
→ Class A Common Stock, $.0001 par value (11,579 underlying)
Footnotes (9)
- [F1]Class B Common Stock is convertible into Class A Common Stock at any time on a one-for-one basis and has no expiration date.
- [F2]The Class B Common Stock was disposed of in a private sale at a purchase price of $5.35 per share.
- [F3]These shares were held of record by ET Holdings L.L.C., a Delaware limited liability company ("ET Holdings"). ET Holdings no longer holds any shares of Class B Common Stock or Class A Common Stock and is no longer subject to Section 16 of the Securities Exchange Act of 1934.
- [F4]These shares are held of record by Lowell J. Milken.
- [F5]These shares are held of record by Michael R. Milken.
- [F6]These shares are held of record by Hampstead Associates, L.L.C., a Delaware limited liability company ("Hampstead").
- [F7]Hampstead is the sole manager and the sole member of ET Holdings, and in such capacities may be deemed to have the power to direct the voting and disposition of, and to share beneficial ownership of, any securities owned of record by ET Holdings. Knowledge Universe LLC, a California limited liability company ("KU"), is the manager and a member of Hampstead, and in such capacities may be deemed to have the power to direct the voting and disposition of, and to share beneficial ownership of, any securities owned of record by Hampstead. [Continued in Footnote 8]
- [F8]Messrs. Michael R. Milken and Lowell J. Milken may each be deemed to be a controlling person of each of Hampstead and KU, and in such capacities may be deemed to have the power to direct the voting and disposition of, and to share beneficial ownership of, any securities owned of record, or beneficially owned, by each of ET Holdings, Hampstead and KU, but each disclaims such beneficial ownership except to the extent of his pecuniary interest therein.
- [F9]Hampstead, KU, Michael R. Milken and Lowell J. Milken may be deemed to be a group. Each of Hampstead, KU and Messrs. Michael R. Milken and Lowell J. Milken disclaims such group membership. The filing of this statement shall not be deemed an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, that any one of ET Holdings, Hampstead, KU, Michael R. Milken or Lowell J. Milken is the beneficial owner of equity securities covered by this statement or any other statement that are beneficially owned, directly or indirectly, by any other person.