4//SEC Filing
Yen Mallun 4
Accession 0001509432-18-000037
CIK 0001509432other
Filed
Jun 18, 8:00 PM ET
Accepted
Jun 19, 7:07 PM ET
Size
12.0 KB
Accession
0001509432-18-000037
Insider Transaction Report
Form 4
RPX CorpRPXC
Yen Mallun
Executive Vice President
Transactions
- Disposition to Issuer
Common Stock
2018-06-19−11,112→ 0 total - Disposition to Issuer
Employee Stock Option (right to buy)
2018-06-19−87,912→ 0 totalExercise: $6.63Exp: 2020-11-15→ Common Stock (87,912 underlying) - Disposition from Tender
Common Stock
2018-06-19−140,643→ 11,112 total - Disposition to Issuer
Employee Stock Option (right to buy)
2018-06-19−74,918→ 0 totalExercise: $6.63From: 2012-06-01Exp: 2020-11-15→ Common Stock (74,918 underlying)
Footnotes (5)
- [F1]Issuer entered into an Agreement and Plan of Merger, dated April 30, 2018 (the "Merger Agreement"), by and among the Issuer, Riptide Parent, LLC ("Parent"), and Riptide Purchaser, Inc., a wholly owned subsidiary of Parent ("Purchaser"). Parent and Purchaser are beneficially owned by affiliates of HGGC, LLC. Pursuant to the Merger Agreement and the tender offer commenced in connection therewith, each share of Issuer common stock held by the Reporting Person was tendered for $10.50 per share in cash (the "Offer Price"), without interest and subject to any required withholding of taxes. Pursuant to the Merger Agreement, on June 19, 2018, Purchaser was merged with and into the Issuer (the "Merger"), with the Issuer being the surviving corporation and becoming a wholly owned subsidiary of Parent.
- [F2]Reflects restricted stock units, each representing a contingent right to receive one share of Issuer's common stock.
- [F3]Upon or in connection with the Merger, each of 11,112 vested restricted stock units was cancelled and converted into the right to receive an amount in cash equal to the Offer Price, subject to any applicable withholding taxes.
- [F4]The outstanding stock options subject to the grant are fully vested and exercisable.
- [F5]Upon or in connection with the Merger, this option was cancelled and converted into the right to receive an amount in cash, without interest, equal to the product of (i) the excess, if any, of the Offer Price over the applicable per-share exercise price of such cancelled option, multiplied by (ii) the total number of shares of Issuer's common stock underlying such option, less any required withholding taxes, provided, that, if the per-share exercise price of any such option was equal to or greater than the Offer Price, such option was cancelled for no consideration.
Documents
Issuer
RPX Corp
CIK 0001509432
Entity typeother
Related Parties
1- filerCIK 0001511893
Filing Metadata
- Form type
- 4
- Filed
- Jun 18, 8:00 PM ET
- Accepted
- Jun 19, 7:07 PM ET
- Size
- 12.0 KB