Filing Details

Accession Number:
0001365038-13-000004
Form Type:
4
Zero Holdings:
No
Publication Time:
2013-01-10 21:40:04
Reporting Period:
2013-01-08
Filing Date:
2013-01-10
Accepted Time:
2013-01-10 21:40:04
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1365038 Demand Media Inc. DMD Services-Computer Processing & Data Preparation (7374) 204731239
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1504471 Richard M Rosenblatt C/O Demand Media, Inc.
1299 Ocean Avenue, Suite 500
Santa Monica CA 90401
Ceo & Chairman Of The Board Yes Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock, $0.0001 Par Value Disposition 2013-01-08 100,000 $9.28 2,825,199 No 4 S Indirect See footnote
Common Stock, $0.0001 Par Value Disposition 2013-01-09 50,000 $9.28 2,775,199 No 4 S Indirect See footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect See footnote
No 4 S Indirect See footnote
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock, $0.0001 Par Value 427,735 Direct
Common Stock, $0.0001 Par Value 413,822 Indirect See footnote
Reported Derivative Holdings
Sec. Name Sec. Type Price Date Expiration Date Amount Remaning Holdings Nature of Ownership
Common Stock, $0.0001 Par Value Stock Option (right to buy) $3.20 2019-02-24 14,807 14,807 Direct
Common Stock, $0.0001 Par Value Stock Option (right to buy) $9.50 2019-06-08 2,100,000 2,100,000 Direct
Common Stock, $0.0001 Par Value Stock Option (right to buy) $18.00 2020-08-02 1,150,000 1,150,000 Direct
Common Stock, $0.0001 Par Value Stock Option (right to buy) $24.00 2020-08-02 1,150,000 1,150,000 Direct
Common Stock, $0.0001 Par Value Stock Option (right to buy) $30.00 2020-08-02 1,150,000 1,150,000 Direct
Common Stock, $0.0001 Par Value Stock Option (right to buy) $36.00 2020-08-02 1,150,000 1,150,000 Direct
Expiration Date Amount Remaning Holdings Nature of Ownership
2019-02-24 14,807 14,807 Direct
2019-06-08 2,100,000 2,100,000 Direct
2020-08-02 1,150,000 1,150,000 Direct
2020-08-02 1,150,000 1,150,000 Direct
2020-08-02 1,150,000 1,150,000 Direct
2020-08-02 1,150,000 1,150,000 Direct
Footnotes
  1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the reporting person.
  2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.13 to $9.50, inclusive. The reporting person undertakes to provide Demand Media, Inc., any security holder of Demand Media, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price set forth in this footnote.
  3. Shares held by The Rosenblatt Family Trust U/A/D 9/29/2000, for which the reporting person is a trustee.
  4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.25 to $9.37, inclusive. The reporting person undertakes to provide Demand Media, Inc., any security holder of Demand Media, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price set forth in this footnote.
  5. Shares held by the Rosenblatt 2007 Grantor Retained Annuity Trust dated July 12, 2007, for which the reporting person is a trustee.
  6. 100% of the shares subject to the option are fully vested and exercisable.
  7. The shares subject to the option vest in 48 equal installments on each monthly anniversary of the vesting commencement date (April 1, 2009) over the four year vesting period, subject to Mr. Rosenblatt's continued employment with the Issuer through the applicable vesting date.
  8. The shares subject to the option vest and become exercisable in 36 substantially equal monthly installments, starting on the second anniversary of the closing of the Issuer's initial public offering (the "Effective Date") and on each monthly anniversary of such date over the three year period thereafter (for a total vesting period of five years from the Effective Date), subject to Mr. Rosenblatt's continued employment with the Issuer through the applicable vesting date.