4//SEC Filing
RAU RAGHAVENDRA 4
Accession 0001209191-20-034267
CIK 0001803696other
Filed
Jun 2, 8:00 PM ET
Accepted
Jun 3, 7:18 PM ET
Size
8.0 KB
Accession
0001209191-20-034267
Insider Transaction Report
Form 4
RAU RAGHAVENDRA
Director
Transactions
- Award
Common Stock
2020-06-01+119,884→ 119,884 total - Award
Common Stock
2020-06-01+9,877→ 129,761 total
Footnotes (3)
- [F1]On June 1, 2020, pursuant to the Agreement and Plan of Merger and Reorganization, dated as of December 18, 2019, as amended on January 31, 2020, by and among Xperi Corporation, a Delaware corporation ("Legacy Xperi"), TiVo Corporation, a Delaware corporation ("TiVo"), Xperi Holding Corporation (f/k/a XRAY-TWOLF HoldCo Corporation), a Delaware corporation ("Xperi Holding"), XRAY Merger Sub Corporation, a Delaware corporation ("XRAY Merger Sub"), and TWOLF Merger Sub Corporation, ("TWOLF Merger Sub"), XRAY Merger Sub merged with and into Legacy Xperi with Legacy Xperi as the surviving corporation (the "Xperi Merger"), and TWOLF Merger Sub merged with and into TiVo with TiVo as the surviving corporation (the "TiVo Merger" and, together with the Xperi Merger, the "Mergers"). At the effective time of the Mergers (the "Effective Time"), each share of Legacy Xperi common stock was automatically converted into one share of Xperi Holding common stock (continued in next footnote)
- [F2]and each share of TiVo common stock was automatically converted into 0.455 (the "TiVo Exchange Ratio") shares of Xperi Holding common stock (in addition to cash in lieu of fractional shares).
- [F3]Represents restricted shares of Xperi Holding common stock. At the Effective Time, each restricted share of TiVo common stock ("TiVo Restricted Share") that was outstanding immediately prior to the Effective Time automatically converted into a number of shares of Xperi Holding common stock determined by multiplying the number of TiVo Restricted Shares by the TiVo Exchange Ratio, on the same terms and conditions (including any applicable forfeiture or vesting conditions) as were applicable to such TiVo Restricted Share immediately prior to the Effective Time.
Documents
Issuer
Xperi Holding Corp
CIK 0001803696
Entity typeother
Related Parties
1- filerCIK 0001492898
Filing Metadata
- Form type
- 4
- Filed
- Jun 2, 8:00 PM ET
- Accepted
- Jun 3, 7:18 PM ET
- Size
- 8.0 KB