TUBEMOGUL INC 4
4 · TUBEMOGUL INC · Filed Dec 22, 2016
Insider Transaction Report
Form 4
TUBEMOGUL INCTUBE
Wilson Brett
DirectorPresident, CEO & Director
Transactions
- Disposition from Tender
Common Stock
2016-12-19$14.00/sh−18,500$259,000→ 0 total(indirect: By Children) - Disposition from Tender
Common Stock
2016-12-19$14.00/sh−18,500$259,000→ 0 total(indirect: By Children) - Disposition from Tender
Common Stock
2016-12-19$14.00/sh−250$3,500→ 0 total(indirect: by Niece) - Disposition from Tender
Common Stock
2016-12-19$14.00/sh−250$3,500→ 0 total(indirect: by Nephew) - Disposition to Issuer
Common Stock
2016-12-19−108,696→ 0 total - Disposition to Issuer
Employee Stock Option (right to buy)
2016-12-19−50,000→ 0 totalExercise: $0.20Exp: 2020-02-18→ Common Stock (50,000 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2016-12-19−250,000→ 0 totalExercise: $0.60Exp: 2020-12-09→ Common Stock (250,000 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2016-12-19−215,252→ 0 totalExercise: $2.76Exp: 2023-11-11→ Common Stock (215,252 underlying) - Disposition from Tender
Common Stock
2016-12-19$14.00/sh−1,159,485$16,232,790→ 0 total - Disposition from Tender
Common Stock
2016-12-19$14.00/sh−18,500$259,000→ 0 total(indirect: By Children)
Footnotes (3)
- [F1]Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated November 10, 2016, by and among Issuer, Adobe Systems Incorporated, a Delaware corporation ("Adobe") and Tiger Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Adobe, at the Effective Time (as defined in the Merger Agreement), Issuer RSU award assumed by Adobe will be replaced by an Adobe RSU award at the applicable exchange rate. The Adobe RSU award will retain the same vesting schedule as the original Issuer RSU award, subject to the Reporting Person's continued service to Adobe.
- [F2]Option is fully vested and immediately exercisable. Pursuant to the terms of the Merger Agreement, at the Effective Time each outstanding and exercisable option to purchase shares of common stock of Issuer was canceled and converted into the right to receive an amount (subject to any applicable withholding tax) in cash equal to: (A) $14.00 per share minus (B) the exercise price per share of common stock of Issuer.
- [F3]Pursuant to the terms of the Merger Agreement at the Effective Time, each outstanding and exercisable option to purchase shares of common stock of Issuer was canceled and converted into the right to receive an amount (subject to any applicable withholding tax) in cash equal to: (A) $14.00 per share minus (B) the exercise price per share of common stock of Issuer. The unvested portion of the option award was canceled and converted into the right to receive an Adobe stock option award at the applicable exchange rate. The Adobe stock option award will retain the same vesting schedule as the original Issuer stock option award, subject to the Reporting Person's continued service to Adobe.