4//SEC Filing
SHEAN CHRISTOPHER W 4
Accession 0001225208-19-010682
CIK 0001669600other
Filed
Jul 29, 8:00 PM ET
Accepted
Jul 30, 5:24 PM ET
Size
18.2 KB
Accession
0001225208-19-010682
Insider Transaction Report
Form 4
SHEAN CHRISTOPHER W
DirectorPresident/CEO
Transactions
- Disposition to Issuer
Stock Option (right to buy) - LEXEA
2019-07-26−20,343→ 0 totalExercise: $40.49Exp: 2023-03-04→ Series A Common Stock (20,343 underlying) - Disposition to Issuer
Stock Option (right to buy) - LEXEA
2019-07-26−18,951→ 0 totalExercise: $15.02Exp: 2020-03-19→ Series A Common Stock (18,951 underlying) - Disposition to Issuer
Stock Option (right to buy) - LEXEA
2019-07-26−17,592→ 0 totalExercise: $22.54Exp: 2020-03-19→ Series A Common Stock (17,592 underlying) - Disposition to Issuer
Series A Common Stock
2019-07-26−33,621→ 0 total - Disposition to Issuer
Restricted Stock Units-LEXEA
2019-07-26−2,811→ 0 totalExp: 2019-12-15→ Series A Common Stock (2,811 underlying) - Disposition to Issuer
Stock Option (right to buy) - LEXEA
2019-07-26−12,225→ 0 totalExercise: $40.49Exp: 2022-03-04→ Series A Common Stock (12,225 underlying)
Footnotes (9)
- [F1]These holdings were decreased by 1 share from the Form 4 filed by the reporting person on December 18, 2018 as a result of an accounting reconciliation.
- [F2]Pursuant to the terms of the Merger Agreement (as defined in the Remarks section), each share of the Issuer's Series A common stock and Series B common stock (together, the "LEXPE Common Stock") was converted into the merger consideration, such that each holder of record of LEXPE Common Stock has the right to receive, in the aggregate, a number of shares of Parent's (as defined in the Remarks section) common stock equal to the product of the total number of shares of such series of LEXPE Common Stock held by such holder immediately prior to the Merger (as defined in the Remarks section) multiplied by 0.36, with such product rounded up to the next whole share of Parent's common stock.
- [F3]Each restricted stock unit represents a contingent right to receive one share of Series A Common Stock.
- [F4]The restricted stock units vest on December 15, 2019.
- [F5]Pursuant to the terms of the Merger Agreement, each outstanding award of the Issuer's restricted stock units was accelerated and converted into the right to receive a number of shares of Parent's common stock equal to (x) 0.36 multiplied by (y) the aggregate number of shares covered by such Issuer restricted stock unit, less applicable withholding taxes, with such product rounded up to the next whole share of Parent's common stock.
- [F6]The derivative security is fully vested.
- [F7]Pursuant to the terms of the Merger Agreement, such stock option of the Issuer was accelerated and converted into the right to receive cash (without interest) in an amount equal to the product of (1) the excess (if any) of the per share cash equivalent consideration (calculated by multiplying 0.36 by the volume weighted average closing price of one share of Parent's common stock for the ten consecutive trading days ending on July 25, 2019) over the per share exercise price of such Issuer stock option, multiplied by (2) the number of shares of LEXPE Common Stock subject to such Issuer stock option immediately prior to the effective time of the Merger, less applicable tax withholdings.
- [F8]The options vest 50% on December 31, 2019 and 50% on December 31, 2020.
- [F9]6,781 options were forfeited for no value on January 1, 2017 as a result of the reporting person's change in employment status.
Documents
Issuer
Liberty Expedia Holdings, Inc.
CIK 0001669600
Entity typeother
Related Parties
1- filerCIK 0001195197
Filing Metadata
- Form type
- 4
- Filed
- Jul 29, 8:00 PM ET
- Accepted
- Jul 30, 5:24 PM ET
- Size
- 18.2 KB