4//SEC Filing
Franklin Laurence 4
Accession 0001209191-20-055067
CIK 0001351285other
Filed
Oct 15, 8:00 PM ET
Accepted
Oct 16, 4:59 PM ET
Size
19.4 KB
Accession
0001209191-20-055067
Insider Transaction Report
Form 4
Franklin Laurence
Director
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2020-10-15−5,891→ 0 totalExercise: $13.66Exp: 2021-05-26→ Common Stock (5,891 underlying) - Disposition to Issuer
Common Stock
2020-10-15$30.00/sh−43,135$1,294,050→ 0 total - Disposition to Issuer
Restricted Stock Unit
2020-10-15−63,261→ 0 total→ Common Stock (63,261 underlying) - Disposition to Issuer
Stock Option (right to buy)
2020-10-15−4,496→ 0 totalExercise: $16.85Exp: 2023-05-23→ Common Stock (4,496 underlying) - Disposition to Issuer
Stock Option (right to buy)
2020-10-15−7,278→ 0 totalExercise: $17.11Exp: 2030-06-11→ Common Stock (7,278 underlying) - Disposition to Issuer
Stock Option (right to buy)
2020-10-15−5,076→ 0 totalExercise: $25.66Exp: 2029-05-20→ Common Stock (5,076 underlying) - Disposition to Issuer
Stock Option (right to buy)
2020-10-15−7,364→ 0 totalExercise: $16.12Exp: 2028-06-18→ Common Stock (7,364 underlying)
Footnotes (4)
- [F1]Pursuant to the terms of that certain Agreement and Plan of Merger, dated August 29, 2020, by and among the Issuer, Cambium Holding Corp., a Delaware corporation ("Parent"), and Empower Merger Sub Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (the "Merger Agreement"), immediately prior to the Effective Time (as defined in the Merger Agreement), each issued and outstanding share of common stock, $0.00005 par value per share, of the Company ("Common Stock"), including any outstanding Company restricted shares, was cancelled and the Reporting Person was entitled to receive, in respect of each share of Common Stock, an amount (subject to any applicable withholding tax) in cash equal to $30.00.
- [F2]Each restricted stock unit ("RSU") represents the right to receive one share of Common Stock.
- [F3]Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time (as defined in the Merger Agreement), each RSU, whether vested or unvested, that was outstanding vested in full and was cancelled, and the Reporting Person was entitled to receive, in respect of each share of Common Stock subject to such RSU, an amount (subject to any applicable withholding tax) in cash equal to $30.00.
- [F4]Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each stock option that was outstanding and unexercised vested in full and was cancelled, and the Reporting Person was entitled to receive, in respect of each share of Common Stock subject to such stock option, an amount (subject to any applicable withholding tax) in cash equal to $30.00 minus the exercise price per share subject to such stock option.
Documents
Issuer
ROSETTA STONE INC
CIK 0001351285
Entity typeother
Related Parties
1- filerCIK 0001454916
Filing Metadata
- Form type
- 4
- Filed
- Oct 15, 8:00 PM ET
- Accepted
- Oct 16, 4:59 PM ET
- Size
- 19.4 KB