4//SEC Filing
Spitz David J 4
Accession 0001209191-22-057058
CIK 0001169652other
Filed
Nov 14, 7:00 PM ET
Accepted
Nov 15, 5:14 PM ET
Size
20.5 KB
Accession
0001209191-22-057058
Insider Transaction Report
Form 4
Spitz David J
President and COO
Transactions
- Disposition to Issuer
Common Stock
2022-11-15−249,577→ 170,157 total - Disposition to Issuer
Common Stock
2022-11-15−170,157→ 0 total - Disposition to Issuer
Employee Stock Option (right to buy)
2022-11-15−62,500→ 0 totalExercise: $8.80Exp: 2023-03-08→ Common Stock (62,500 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2022-11-15−116,600→ 0 totalExercise: $10.75Exp: 2026-03-01→ Common Stock (116,600 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2022-11-15−177,349→ 0 totalExercise: $10.35Exp: 2027-03-06→ Common Stock (177,349 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2022-11-15−76,657→ 0 totalExercise: $14.85Exp: 2028-06-01→ Common Stock (76,657 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2022-11-15−87,898→ 0 totalExercise: $13.04Exp: 2029-03-01→ Common Stock (87,898 underlying)
Footnotes (9)
- [F1]On November 15, 2022, the effective date (the "Effective Date") of the merger between the Issuer, CommerceHub, Inc., a Delaware corporation ("CommerceHub") and CH Merger Sub, Inc., a Delaware corporation ("CH Merger Sub") and a wholly owned subsidiary of CommerceHub pursuant to which CH Merger Sub merged with and into the Issuer with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of CommerceHub (the "Merger"), each share of the Issuer's common stock was cancelled in exchange for $23.10 per share.
- [F2]The 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.
- [F3]On the Effective Date, pursuant to the Merger, restricted stock units were cancelled in exchange for the right to receive (i) with respect to the vested portion of such restricted stock units, cash payment equal to (A) the total number of shares of common stock underlying such vested restricted stock units, multiplied by (B) $23.10, less applicable tax withholdings, and (ii) with respect to the unvested portion of such restricted stock units, the right to receive cash equal to (A) the total number of shares of common stock underlying such unvested restricted stock units, multiplied by (B) $23.10, less applicable tax withholdings, which right to receive cash will vest in accordance with the vesting dates of the original restricted stock units, subject to the reporting person's continued service with CommerceHub or its affiliates.
- [F4]This option vested in 16 equal quarterly installments from April 1, 2013 to January 1, 2017.
- [F5]On the Effective Date, pursuant to the Merger, each outstanding stock option was cancelled in exchange for the right to receive (i) with respect to the vested portion of such stock option, a cash payment equal to the product of (A) the total number of shares of common stock underlying the vested portion of the option, multiplied by (B) the excess, if any, of (1) $23.10 over (2) the per share exercise price for such option, less applicable tax withholdings, and (ii) with respect to the unvested portion of such stock option, the right to receive cash equal to the product of (A) the number of shares of common stock underlying the unvested portion of the option, multiplied by (B) the excess, if any, of (1) $23.10 over (2) the per share exercise price for such option, less applicable tax withholdings, which right to receive cash will vest in accordance with the vesting dates of the original option, subject to the reporting person's continued service with CommerceHub or its affiliates.
- [F6]This option vested in four annual installments from March 1, 2017 through March 1, 2020.
- [F7]This option vested in four annual installments from March 6, 2018 through March 6, 2021.
- [F8]This option vested in four annual installments from June 1, 2019 through June 1, 2022.
- [F9]This option vests in four annual installments beginning on March 1, 2020 and continuing through March 1, 2023.
Documents
Issuer
CHANNELADVISOR CORP
CIK 0001169652
Entity typeother
Related Parties
1- filerCIK 0001575726
Filing Metadata
- Form type
- 4
- Filed
- Nov 14, 7:00 PM ET
- Accepted
- Nov 15, 5:14 PM ET
- Size
- 20.5 KB