Tiger Media, Inc. 4
4 · Tiger Media, Inc. · Filed Mar 24, 2015
Insider Transaction Report
Form 4
Brauser Daniel
Director
Transactions
- Award
Restricted Stock Units
2015-03-21+100,000→ 100,000 total→ Common Stock (100,000 underlying) - Award
Series A Non-Voting Convertible Preferred Stock
2015-03-21+52,507→ 52,507 total→ Common Stock (52,507 underlying)
Footnotes (5)
- [F1]The Series A Non-Voting Convertible Preferred Stock converts into shares of Tiger Media, Inc. ("Tiger Media") common stock on a one for one basis only if Mr. Brauser sells the underlying Tiger Media shares of common stock to a non-affiliated third party, at which time the Series A Non-Voting Convertible Preferred Stock shall convert. This Form 4 does not include up to 22,503 shares of Series A Non-Voting Convertible Preferred Stock of Tiger Media that may be issued to Mr. Brauser to the extent certain revenue targets are achieved as set forth in the Merger Agreement and Plan of Reorganization by and among Tiger Media, The Best One, Inc. ("TBO") and the other parties thereto, dated December 14, 2014, as amended (the "Merger Agreement").
- [F2]Received in exchange for preferred stock of TBO pursuant to the Merger Agreement.
- [F3]Each restricted stock unit represents the right to receive one share of common stock.
- [F4]Represents restricted stock units assumed by Tiger Media pursuant to the Merger Agreement.
- [F5]The restricted stock units were originally granted to Mr. Brauser on October 2, 2014. The restricted stock units vest in equal quarterly installments over a two year period commencing on January 2, 2015. The restricted stock units immediately vest upon a change of control of TBO. The acquisition of TBO pursuant to the Merger Agreement was not deemed a change of control for vesting.