4//SEC Filing
Durchslag Scott A 4
Accession 0001491778-17-000230
CIK 0001491778other
Filed
Oct 2, 8:00 PM ET
Accepted
Oct 3, 9:48 PM ET
Size
18.2 KB
Accession
0001491778-17-000230
Insider Transaction Report
Form 4
Durchslag Scott A
DirectorPresident & CEO
Transactions
- Disposition to Issuer
Performance Restricted Stock Units (PRSU)
2017-09-29−328,309→ 0 total→ Common Stock (328,309 underlying) - Disposition to Issuer
Stock Options (right to buy)
2017-09-29−471,522→ 0 totalExercise: $5.21Exp: 2025-09-08→ Common Stock (471,522 underlying) - Disposition to Issuer
Stock Options (right to buy)
2017-09-29−289,270→ 0 totalExercise: $8.82Exp: 2026-02-26→ Common Stock (289,270 underlying) - Disposition to Issuer
Common Stock
2017-09-29−494,798→ 0 total - Disposition to Issuer
Restricted Stock Units (RSU)
2017-09-29−239,923→ 0 totalExercise: $0.00→ Common Stock (239,923 underlying) - Disposition to Issuer
Restricted Stock Units (RSU)
2017-09-29−98,392→ 0 totalExercise: $0.00→ Common Stock (98,392 underlying)
Footnotes (7)
- [F1]On September 29, 2017, the closing date of the transactions (the "Closing") contemplated by the Agreement and Plan of Merger, dated as of May 1, 2017, as amended by Amendment No. 1 to the Agreement and Plan of Merger, dated as of August 26, 2017 (the "Merger Agreement"), by and among Angie's List, Inc. ("Angie's List"), IAC/InterActiveCorp, ANGI Homeservices Inc. ("ANGI Homeservices") and Casa Merger Sub, Inc., the outstanding shares of common stock of Angie's List ("Angie's List Common Stock") held by the Reporting Person were cancelled and converted on a 1:1 basis into shares of Class A common stock of ANGI Homeservices ("ANGI Homeservices Class A Common Stock").
- [F2]In connection with the Closing and pursuant to the Merger Agreement, the outstanding options to purchase shares of Angie's List Common Stock were converted on a 1:1 basis into options to purchase shares of ANGI Homeservices Class A Common Stock, subject to the same terms and conditions, including vesting and the per share exercise price, as applied to such options to purchase Angie's List Common Stock immediately prior to the Closing. The unvested portion of these options was subsequently accelerated in full upon the termination of the Reporting Person on October 1, 2017 in connection with the Closing.
- [F3]Each RSU/PRSU represents a contingent right to receive one share of the Issuer's common stock upon settlement, and there is no exercise price associated with the RSUs.
- [F4]In connection with the Closing and pursuant to the Merger Agreement, the outstanding Angie's List RSUs were converted on a 1:1 basis into RSUs for shares of ANGI Homeservices Class A Common Stock, subject to the same terms and conditions as applied to such RSUs for shares of Angie's List Common Stock immediately prior to the Closing. Upon the termination of the Reporting Person on October 1, 2017 in connection with the Closing, the vesting of the RSUs was subsequently accelerated in full, resulting in the conversion of such RSUs into shares of ANGI Homeservices Class A Common Stock.
- [F5]There is no expiration date with respect to RSUs.
- [F6]In connection with the Closing and pursuant to the Merger Agreement, the outstanding Angie's List PRSUs, which were a component of the Reporting Person's at-hire PRSU grant, were converted on a 1:1 basis into PRSUs for shares of ANGI Homeservices Class A Common Stock, subject to the same terms and conditions as applied to such PRSUs for shares of Angie's List Common Stock immediately prior to the Closing. Upon the termination of the Reporting Person on October 1, 2017 in connection with the Closing, the vesting of the third tranche of the at-hire PRSU grant, representing 89,538 PRSUs, which was earned on June 15, 2017, was subsequently accelerated in full, resulting in the conversion of such PRSUs into shares of ANGI Homeservices Class A Common Stock, while the fourth tranche of the at-hire PRSU grant, representing 238,771 PRSUs, was forfeited as the applicable stock price target was not achieved.
- [F7]Once earned, there is no expiration date with respect to PRSUs.
Documents
Issuer
Angie's List, Inc.
CIK 0001491778
Entity typeother
Related Parties
1- filerCIK 0001652734
Filing Metadata
- Form type
- 4
- Filed
- Oct 2, 8:00 PM ET
- Accepted
- Oct 3, 9:48 PM ET
- Size
- 18.2 KB