MILKEN LOWELL J 4
4 · K12 INC · Filed Dec 11, 2009
Insider Transaction Report
Form 4
K12 INCLRN
MILKEN LOWELL J
Other
Transactions
- Exercise of In-Money
Common Stock Warrants (right to buy)
2009-12-09−2,497→ 0 total(indirect: By LLC)Exercise: $8.16From: 2003-03-12Exp: 2009-12-18→ Common Stock (2,497 underlying) - Exercise of In-Money
Common Stock Warrants (right to buy)
2009-12-09−7,965→ 0 total(indirect: By LLC)Exercise: $8.16From: 2007-04-13Exp: 2009-12-18→ Common Stock (7,965 underlying) - Exercise of In-Money
Common Stock
2009-12-09$8.16/sh+2,497$20,376→ 85,000 total(indirect: By LLC) - Sale
Common Stock
2009-12-09$18.10/sh−1,126$20,381→ 83,874 total(indirect: By LLC) - Sale
Common Stock
2009-12-09$18.10/sh−3,591$64,997→ 4,374 total(indirect: By LLC) - Exercise of In-Money
Common Stock
2009-12-09$8.16/sh+7,965$64,994→ 7,965 total(indirect: By LLC)
Holdings
- 1,522(indirect: Hampstead Associates L.L.C.)
Common Stock
- 4,665,083(indirect: By LLC)
Common Stock
- 399,171(indirect: Learning Group Partners)
Common Stock
- 20,000
Common Stock
Footnotes (7)
- [F1]The warrants of the Issuer ("warrants") were, and the shares of common stock of the Issuer issued upon exercise of the warrants are, held of record by Cornerstone Financial Group LLC, a California limited liability company ("Cornerstone"). Lowell J. Milken may be deemed to be a controlling person of Cornerstone and in such capacity 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 Cornerstone, but disclaims such beneficial ownership except to the extent of his pecuniary interest therein.
- [F2]On December 9, 2009, Cornerstone exercised the warrants in a cashless transaction with the Issuer pursuant to the terms of the warrants.
- [F3]The warrants were, and the shares of common stock of the Issuer issued upon exercise of the warrants are, held of record by Knowledge Universe Learning Group LLC, a Delaware limited liability company ("KULG"). Lowell J. Milken may be deemed to be a controlling person of KULG and in such capacity 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 KULG, but disclaims such beneficial ownership except to the extent of his pecuniary interest therein.
- [F4]On December 9, 2009, KULG exercised the warrants in a cashless transaction with the Issuer pursuant to the terms of the warrants.
- [F5]The shares of common stock of the Issuer are held of record by each of Hampstead Associates, L.L.C., a Delaware limited liability company ("Hampstead"), Learning Group LLC, a Delaware limited liability company ("Learning Group") and Learning Group Partners, a California general partnership ("Learning Group Partners"), respectively. Ridgeview Associates, LLC, a California limited liability company ("Ridgeview"), 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. KULG may also be deemed a controlling person of Learning Group, and in such capacity 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 Learning Group. (continued on footnote 6)
- [F6]Lowell J. Milken may be deemed to be a controlling person of each of Hampstead, Learning Group, Learning Group Partners, and Ridgeview. In such capacities, Lowell J. Milken 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 Hampstead, Learning Group, Learning Group Partners and Ridgeview, but disclaims such beneficial ownership except to the extent of his pecuniary interest therein.
- [F7]The Reporting Persons may be deemed to be a group, and also may be deemed to be a group with Michael R. Milken and other entities which are controlled, directly or indirectly, by Michael R. Milken. The Reporting Persons disclaim 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, a Reporting Person 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.