Rovi Corp|4Mar 3, 6:17 PM ET

Rovi Corp 4

4 · Rovi Corp · Filed Mar 3, 2016

Form 4

Period: 2016-03-01

EVP, Chief Operating Officer

Transactions

Exercise/Conversion
Common Stock
2016-03-01$0.00/sh+9,375$9→ 63,702 total
Award
Performance Rights
2016-03-01+20,330→ 20,330 total
Exp: 2019-03-01→ Common Stock (20,330 underlying)
Exercise/Conversion
Restricted Stock Units
2016-03-01−9,375→ 28,125 total
From: 2016-03-01Exp: 2019-03-01→ Common Stock (9,375 underlying)
Award
Employee Stock Option (right to buy)
2016-03-01+24,661→ 24,661 total
Exercise: $23.44Exp: 2023-03-01→ Common Stock (24,661 underlying)
Tax Payment
Common Stock
2016-03-01$23.44/sh−3,012$70,601→ 60,690 total
Award
Restricted Stock Units
2016-03-01+20,330→ 20,330 total
Exp: 2020-03-01→ Common Stock (20,330 underlying)

Footnotes (7)

[F1]Granted March 1, 2015, this restricted stock unit grant vests over four years with a 25% vesting on each of the annual anniversaries of the grant date.
[F2]Includes 2,370 shares purchased on January 29, 2016 pursuant to the company's Employee Stock Purchase Plan (ESPP).
[F3]Shares withheld to satisfy tax wihholding obligations upon vesting of restricted stock units..
[F4]Each restricted stock unit represents a contingent right to receive one share of ROVI common stock.
[F5]Granted March 1, 2016, these performance awards are based entirely on a three-year performance period and are eligible to vest after three years based upon the achievement of the following two factors, each weighted equally: (i) a three-year relative TSR metric of percentile ranking against a peer group established by our compensation committee, and (ii) three-year revenue compound annual growth rate and margin targets.
[F6]Granted March 1, 2016, this restricted stock unit grant vests over four years with a 25% vesting on each of the annual anniversaries of the grant date.
[F7]Granted March 1, 2016, vests one-fourth (1/4) on the first anniversary of the date of grant and the remaining three-fourths (3/4) vesting in equal monthly increments over the next three years.

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