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4//SEC Filing

O'Donnell William T JR 4

Accession 0001181431-12-042377

CIK 0001312928other
View on SEC.govCompany Profile

Filed

Jul 25, 8:00 PM ET

Accepted

Jul 26, 8:45 PM ET

Size

38.7 KB

Accession

0001181431-12-042377

Insider Transaction Report

Form 4
Period: 2012-07-25
KAYAK SOFTWARE CorpKYAK
O'Donnell William T JR
Chief Architect
Transactions
  • Other

    Common Stock

    2012-07-25−50,000→ 0 total
  • Other

    Stock Option (right to buy)

    2012-07-25+125,000→ 125,000 total
    Exercise: $5.00Exp: 2017-05-31→ Class B Common Stock (125,000 underlying)
  • Other

    Stock Option (right to buy)

    2012-07-25+50,000→ 50,000 total
    Exercise: $5.00Exp: 2017-07-12→ Class B Common Stock (50,000 underlying)
  • Other

    Stock Option (right to buy)

    2012-07-25−120,000→ 0 total
    Exercise: $14.82Exp: 2020-09-30→ Common Stock (120,000 underlying)
  • Other

    Class B Common Stock

    2012-07-25+50,000→ 50,000 total
    → Class A Common Stock (50,000 underlying)
  • Other

    Stock Option (right to buy)

    2012-07-25−111,000→ 0 total
    Exercise: $1.00Exp: 2014-05-20→ Common Stock (111,000 underlying)
  • Other

    Stock Option (right to buy)

    2012-07-25−20,300→ 0 total
    Exercise: $1.40Exp: 2015-08-08→ Common Stock (20,300 underlying)
  • Other

    Stock Option (right to buy)

    2012-07-25−24,100→ 0 total
    Exercise: $1.40Exp: 2016-04-02→ Common Stock (24,100 underlying)
  • Other

    Stock Option (right to buy)

    2012-07-25−125,000→ 0 total
    Exercise: $5.00Exp: 2017-05-31→ Common Stock (125,000 underlying)
  • Other

    Stock Option (right to buy)

    2012-07-25+20,300→ 20,300 total
    Exercise: $1.40Exp: 2015-08-08→ Class B Common Stock (20,300 underlying)
  • Other

    Stock Option (right to buy)

    2012-07-25+24,100→ 24,100 total
    Exercise: $1.40Exp: 2016-04-02→ Class B Common Stock (24,100 underlying)
  • Other

    Stock Option (right to buy)

    2012-07-25−75,000→ 0 total
    Exercise: $26.00Exp: 2022-07-19→ Common Stock (75,000 underlying)
  • Other

    Stock Option (right to buy)

    2012-07-25−50,000→ 0 total
    Exercise: $5.00Exp: 2017-07-12→ Common Stock (50,000 underlying)
  • Other

    Stock Option (right to buy)

    2012-07-25+120,000→ 120,000 total
    Exercise: $14.82Exp: 2020-09-30→ Class B Common Stock (120,000 underlying)
  • Other

    Stock Option (right to buy)

    2012-07-25+75,000→ 75,000 total
    Exercise: $26.00Exp: 2022-07-19→ Class B Common Stock (75,000 underlying)
  • Other

    Stock Option (right to buy)

    2012-07-25+111,000→ 111,000 total
    Exercise: $1.00Exp: 2014-05-20→ Class B Common Stock (111,000 underlying)
Footnotes (10)
  • [F1]Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock automatically converted into one share of Class B Common Stock upon the completion of the Issuer's initial public offering of Class A Common Stock.
  • [F10]Twenty-five percent of the shares underlying the option vest on July 19, 2013. The balance of the shares vest in equal monthly installments beginning on August 19, 2013 and ending on July 19, 2016.
  • [F2]Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon (i) any transfer (subject to certain exceptions), or (ii) the death of a natural person holding Class B Common Stock. All authorized shares of Class B Common Stock will each convert automatically into Class A Common Stock on the seven-year anniversary of completion of the Issuer's initial public offering of Class A Common Stock.
  • [F3]Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock underlying the reported option automatically converted into one share of Class B Common Stock upon the completion of the Issuer's initial public offering of Class A Common Stock.
  • [F4]Twenty-five percent of the shares underlying the option vested on February 2, 2005. The balance of the shares vested in equal monthly installments beginning on March 1, 2005 and ending on February 1, 2008.
  • [F5]Twenty-five percent of the shares underlying the option vested on January 1, 2006. The balance of the shares vested in equal monthly installments beginning on February 1, 2006 and ending on January 1, 2009.
  • [F6]Twenty-five percent of the shares underlying the option vested on January 1, 2007. The balance of the shares vested in equal monthly installments beginning on February 1, 2007 and ending on January 1, 2010.
  • [F7]Twenty-five percent of the shares underlying the option vested on June 1, 2008. The balance of the shares vested in equal monthly installments beginning on July 1, 2008 and ending on June 1, 2011.
  • [F8]Twenty-five percent of the shares underlying the option vested on July 13, 2008. The balance of the shares vested in equal monthly installments beginning on August 13, 2008 and ending on July 13, 2011.
  • [F9]The shares underlying the option vest in equal monthly installments beginning on October 17, 2010 and ending on September 17, 2014.

Documents

1 file

Issuer

KAYAK SOFTWARE Corp

CIK 0001312928

→
Entity typeother

Related Parties

1
  • filerCIK 0001533133

Filing Metadata

Form type
4
Filed
Jul 25, 8:00 PM ET
Accepted
Jul 26, 8:45 PM ET
Size
38.7 KB
View on SEC.gov