ROSETTA STONE INC 4
4 · ROSETTA STONE INC · Filed Jun 13, 2013
Insider Transaction Report
Form 4
WITT LAURA
Director10% Owner
Transactions
- Sale
Common Stock
2013-06-11$15.12/sh−2,110,324$31,908,099→ 2,989,294 total(indirect: By Trust)
Footnotes (3)
- [F1]2,110,324 shares were sold in a firm commitment underwritten public offering by ABS Capital Partners IV Trust pursuant to an underwriting agreement dated as of June 6, 2013 by and among Rosetta Stone Inc., the several underwriters identified therein and the selling stockholders identified therein.
- [F2]Shares are held by ABS Capital Partners IV Trust (the "Trust"), a liquidating trust whose trustee is ABS Capital Partners, Inc (the "Trustee"). All voting and dispositive power over these shares is held by the Trustee. Phillip A. Clough and Laura L. Witt are managing directors of the Trustee and both serve on the issuer's board of directors. Mr. Clough and Ms. Witt disclaim beneficial ownership of the shares except to the extent of any pecuniary interest therein.
- [F3]On September 24, 2010, all remaining portfolio investments of ABS Capital Partners IV, L.P., ABS Capital Partners IV-A, L.P., ABS Capital Partners IV-Offshore, L.P., ABS Capital Partners IV-Special Offshore, L.P. and ABS Partners IV, L.L.C. (collectively, the "Funds") were transferred to the Trust in connection with the dissolution and liquidation of the Funds.