4//SEC Filing
HOMEAWAY INC 4
Accession 0001209191-15-085164
CIK 0001366684operating
Filed
Dec 14, 7:00 PM ET
Accepted
Dec 15, 10:02 AM ET
Size
23.6 KB
Accession
0001209191-15-085164
Insider Transaction Report
Form 4
HOMEAWAY INCAWAY
Fruge Melissa
SVP, Gen Counsel & Secretary
Transactions
- Disposition to Issuer
Stock Option
2015-12-15−14,667→ 0 totalExercise: $29.84Exp: 2025-04-01→ Common Stock (14,667 underlying) - Disposition to Issuer
Stock Option
2015-12-15−8,250→ 0 totalExercise: $25.54Exp: 2022-03-27→ Common Stock (8,250 underlying) - Disposition to Issuer
Stock Option
2015-12-15−28,500→ 0 totalExercise: $19.97Exp: 2021-02-10→ Common Stock (28,500 underlying) - Disposition to Issuer
Stock Option
2015-12-15−3,505→ 0 totalExercise: $32.38Exp: 2025-11-02→ Common Stock (3,505 underlying) - Disposition to Issuer
Common Stock
2015-12-15−21,277→ 0 total - Disposition to Issuer
Stock Option
2015-12-15−7,536→ 0 totalExercise: $31.60Exp: 2023-04-01→ Common Stock (7,536 underlying) - Disposition to Issuer
Stock Option
2015-12-15−12,949→ 0 totalExercise: $38.39Exp: 2024-04-01→ Common Stock (12,949 underlying)
Footnotes (14)
- [F1]Disposed of pursuant to the Agreement and Plan of Reorganization by and among Expedia, Inc., HMS 1 Inc. and HomeAway, Inc. dated as of November 4, 2015 (the "Merger Agreement").
- [F10]Pursuant to the Merger Agreement, (i) 5,395 vested options were cancelled in exchange for the right to receive $10.15 in cash and .2065 shares of the Parent Common Stock in respect of each Net Share covered by such vested options, less applicable tax withholdings, and (ii) 7,554 unvested options were assumed and converted into options to purchase the number of shares of Parent Common Stock pursuant to a formula described in the Merger Agreement.
- [F11]6.25% of the shares of Common Stock subject to the Option shall vest on the date which is three months following the Vesting Commencement Date and an additional one forty-eighth (1/48th) of the total number of shares of Common Stock subject to the Option shall vest on the corresponding day of each month thereafter, or to the extent such a month does not have the corresponding day, on the last day of any such month, and will be fully vested as of April 1, 2019.
- [F12]Pursuant to the Merger Agreement, (i) 2,443 vested options were cancelled in exchange for the right to receive $10.15 in cash and .2065 shares of the Parent Common Stock in respect of each Net Share covered by such vested options, less applicable tax withholdings, and (ii) 12,224 unvested options were assumed and converted into options to purchase the number of shares of Parent Common Stock pursuant to a formula described in the Merger Agreement.
- [F13]6.25% of the shares of Common Stock subject to the Option shall vest on the date which is three months following the Vesting Commencement Date and an additional one forty-eighth (1/48th) of the total number of shares of Common Stock subject to the Option shall vest on the corresponding day of each month thereafter, or to the extent such a month does not have the corresponding day, on the last day of any such month, and will be fully vested as of October 1, 2019.
- [F14]Pursuant to the Merger Agreement, 3,505 unvested options were assumed and converted into options to purchase the number of shares of Parent Common Stock pursuant to a formula described in the Merger Agreement.
- [F2]Pursuant to the Merger Agreement, (i) 1,381 shares of the common stock were exchanged for the right to receive $10.15 in cash and .2065 shares of the Parent Common Stock (as defined in the Merger Agreement) per share of common stock and (ii) 19,896 unvested restricted stock units were assumed and converted automatically into restricted stock units of Parent Common Stock (as defined in the Merger Agreement) pursuant to a formula described in the Merger Agreement.
- [F3]6.25% of the shares of Common Stock subject to the Option shall vest on the date which is three months following the Vesting Commencement Date and an additional one forty-eighth (1/48th) of the total number of shares of Common Stock subject to the Option shall vest on the corresponding day of each month thereafter, or to the extent such a month does not have the corresponding day, on the last day of any such month, and will be fully vested as of April 1, 2016.
- [F4]Pursuant to the Merger Agreement, (i) 7,562 vested options were cancelled in exchange for the right to receive $10.15 in cash and .2065 shares of the Parent Common Stock in respect of each Net Share covered by such vested options, less applicable tax withholdings, and (ii) 688 unvested options were assumed and converted into options to purchase the number of shares of Parent Common Stock pursuant to a formula described in the Merger Agreement.
- [F5]Fully vested on February 10, 2015.
- [F6]Each share of the common stock subject to the options were cancelled pursuant to the Merger Agreement in exchange for the right to receive $10.15 in cash and .2065 shares of the Parent Common Stock in respect of each Net Share covered by such options, less applicable tax withholdings.
- [F7]6.25% of the shares of Common Stock subject to the Option shall vest on the date which is three months following the Vesting Commencement Date and an additional one forty-eighth (1/48th) of the total number of shares of Common Stock subject to the Option shall vest on the corresponding day of each month thereafter, or to the extent such a month does not have the corresponding day, on the last day of any such month, and will be fully vested as of April 1, 2017.
- [F8]Pursuant to the Merger Agreement, (i) 4,521 vested options were cancelled in exchange for the right to receive $10.15 in cash and .2065 shares of the Parent Common Stock in respect of each Net Share covered by such vested options, less applicable tax withholdings, and (ii) 3,015 unvested options were assumed and converted into options to purchase the number of shares of Parent Common Stock pursuant to a formula described in the Merger Agreement.
- [F9]6.25% of the shares of Common Stock subject to the Option shall vest on the date which is three months following the Vesting Commencement Date and an additional one forty-eighth (1/48th) of the total number of shares of Common Stock subject to the Option shall vest on the corresponding day of each month thereafter, or to the extent such a month does not have the corresponding day, on the last day of any such month, and will be fully vested as of April 1, 2018.
Documents
Issuer
HOMEAWAY INC
CIK 0001366684
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001366684
Filing Metadata
- Form type
- 4
- Filed
- Dec 14, 7:00 PM ET
- Accepted
- Dec 15, 10:02 AM ET
- Size
- 23.6 KB