4//SEC Filing
TUBEMOGUL INC 4
Accession 0001612895-16-000014
CIK 0001449278operating
Filed
Dec 20, 7:00 PM ET
Accepted
Dec 21, 9:57 PM ET
Size
23.0 KB
Accession
0001612895-16-000014
Insider Transaction Report
Form 4
TUBEMOGUL INCTUBE
Eadie Keith
Chief Marketing Officer
Transactions
- Disposition to Issuer
Common Stock
2016-12-19−44,158→ 0 total - Disposition to Issuer
Employee Stock Option (right to buy)
2016-12-19−24,513→ 0 totalExercise: $0.60Exp: 2021-12-08→ Common Stock (24,513 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2016-12-19−123,250→ 0 totalExercise: $17.04Exp: 2024-11-12→ Common Stock (123,250 underlying) - Disposition from Tender
Common Stock
2016-12-19$14.00/sh−270$3,780→ 44,158 total - Disposition to Issuer
Employee Stock Option (right to buy)
2016-12-19−1,500→ 0 totalExercise: $0.02Exp: 2017-10-18→ Common Stock (1,500 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2016-12-19−21,700→ 0 totalExercise: $0.70Exp: 2022-04-19→ Common Stock (21,700 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2016-12-19−15,000→ 0 totalExercise: $0.60Exp: 2020-12-09→ Common Stock (15,000 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2016-12-19−20,000→ 0 totalExercise: $0.60Exp: 2020-10-12→ Common Stock (20,000 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2016-12-19−25,000→ 0 totalExercise: $7.10Exp: 2024-01-21→ Common Stock (25,000 underlying)
Footnotes (6)
- [F1]Of the reported shares, 44,158 shares are represented by RSUs.
- [F2]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.
- [F3]Option is fully vested and immediately exercisable. Pursuant to the terms of the Merger Agreement, 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.
- [F4]Pursuant to the terms of the Merger Agreement, 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 was canceled and converted into the right to receive an Adobe stock option using the applicable exchange rate.
- [F5]This stock option is being cancelled pursuant to the terms of the Merger Agreement.
- [F6]The canceled option provided for vesting of 1/48th of the shares subject to the option vested on 12/12/2014, and thereafter 1/48th of the shares vested monthly, subject to the Reporting Person's continued service to the Issuer through each vesting date.
Documents
Issuer
TUBEMOGUL INC
CIK 0001449278
Entity typeoperating
IncorporatedCA
Related Parties
1- filerCIK 0001449278
Filing Metadata
- Form type
- 4
- Filed
- Dec 20, 7:00 PM ET
- Accepted
- Dec 21, 9:57 PM ET
- Size
- 23.0 KB