4//SEC Filing
Zachary George 4
Accession 0001209191-13-023123
CIK 0001372375other
Filed
Apr 29, 8:00 PM ET
Accepted
Apr 30, 4:42 PM ET
Size
8.0 KB
Accession
0001209191-13-023123
Insider Transaction Report
Form 4
Zachary George
Director10% Owner
Transactions
- Award
Common Stock
2013-04-26+14,599→ 16,635 total
Holdings
- 7,644,146(indirect: By Funds)
Common Stock
Footnotes (5)
- [F1]This security represents restricted stock units granted to the reporting person. Each restricted stock unit represents a contingent right to receive one share of common stock of the issuer. Pursuant to the terms of the Limited Partnership Agreement of Charles River Partnership XIII, LP ("CRP XIII LP"), as amended to date, Mr. Zachary is not entitled to retain the proceeds resulting from the sale of shares underlying the restricted stock units.
- [F2]One-fourth of the shares underlying this restricted stock unit award were vested upon grant, with the remainder vesting in three equal installments on July 1, 2013, October 1, 2013 and January 1, 2014, subject to the reporting person's service as a director on the applicable vesting date. In addition, 50% of the then-unvested portion of the award will vest upon a change of control of the issuer.
- [F3]On March 5, 2013 and March 14, 2013, CRP XIII LP distributed, for no consideration, shares of common stock of the issuer to its partners, including Charles River XIII GP, LP ("CR XIII GP LP"), which is the general partner of CRP XIII LP. On the same dates, CR XIII GP LP further distributed, for no consideration, the shares received to its partners, including Charles River XIII GP, LLC ("CR XIII GP LLC") which is the general partner of CR XIII GP, LP. On the same dates, CR XIII GP LLC further distributed, for no consideration, the shares received to its members (such transactions being referred to collectively as the "Distributions"). The Distributions were made in accordance with the exemption afforded by Rule 16a-13 of the Securities Exchange Act of 1934, as amended. As a result of the Distributions, the reporting person received an aggregate of 2,036 shares of common stock, which are included in the reported total.
- [F4]As of the date hereof, 7,435,447 shares are held by CRP XIII LP and 208,699 shares are held by Charles River Friends XIII-A, LP ("CRF XIII-A").
- [F5]CR XIII GP LP is the general partner of CRP XIII LP. CR XIII GP LLC is the general partner of both CRF XIII-A and CR XIII GP LP. The reporting person is one of the managing members of CR XIII GP LLC and does not have sole voting or dispositive power with respect to the reported securities. Each of CR XIII GP LP, CR XIII GP LLC, and the reporting person may be deemed to beneficially own the reported securities, but each disclaims beneficial ownership of such reported securities except to the extent of its or his pecuniary interest therein.
Documents
Issuer
Millennial Media Inc.
CIK 0001372375
Entity typeother
Related Parties
1- filerCIK 0001539755
Filing Metadata
- Form type
- 4
- Filed
- Apr 29, 8:00 PM ET
- Accepted
- Apr 30, 4:42 PM ET
- Size
- 8.0 KB