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Filing Details

Accession Number:: 0001179110-13-003087
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-02-20 16:06:10
Reporting Period:: 2013-02-15

Filing Date:: 2013-02-20
Accepted Time:: 2013-02-20 16:06:10
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1496623	Netspend Holdings Inc.	NTSP	Finance Services (6199)	202306550

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1503393	Anh Hatzopoulos	701 Brazos Suite 1200 Austin TX 78701	Evp Online Business Dev.	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock (1,902)	Disposition	2013-02-15	1,902	$12.49	0	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership
Restricted Stock (10,169)	10,169	Direct
Restricted Stock (130,208)	130,208	Direct
Restricted Stock (165,000)	165,000	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Employee Stock Option (right to buy) (226,504)	$0.00			226,504	226,504	Direct
Common Stock	Employee Stock Option (right to buy) (200,000)	$0.00			200,000	200,000	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	226,504	226,504	Direct
	200,000	200,000	Direct

Footnotes

Shares sold pursuant to a pre-existing 10b5-1 plan.
Shares of restricted stock were granted on February 10, 2012 (13,559 shares). The shares shown may not be sold or otherwise transferred until they vest. The shares will vest 25% per year on February 9 2013, 2014, 2015, and 2016 if the holder remains in the employ of the Company through the applicable vesting date. The vesting of the shares is subject to acceleration in the event of the death or disability of the holder and any change in control of the Company.
Shares of restricted stock were granted on October 29, 2012 (130,208). The shares shown may not be sold or otherwise transferred until they vest. The vesting of the shares is conditioned upon the Company's 2015 adjusted net income equalling or exceeding certain specified targets and the holder remaining in the employ of the Company through the applicable vesting date. The vesting of the shares is subject to acceleration in the event of any change in control of the Company.
Shares of restricted stock were granted on October 29,2012. The shares shown may not be sold or otherwise transferred until they vest. The shares will vest on October 29, 2014, if the holder remains in the employ of the Company through such date. The vesting of the shares is subject to acceleration upon the death or disability of the holder or any change in control of the Company.
Options were granted on February 5, 2009 (100,000 shares @ $3.47 per share; 25,000 shares exercised on October 22, 2010; 25,000 shares exercised on February 17, 2012; 25,000 shares exercised on March 12, 2012; vesting 25% on each of February 5, 2010, 2011, 2012, 2013), April 20, 2010 (301,500 shares @ $3.78 per share; 14,000 shares exercised on March 12, 2012; 76,055 exercised on July 2, 2012; 13,784 shares exercised on July 5, 2012; 46,911 shares exercised on July 17, 2012; vesting 25% of each of March 25, 2011, 2012, 2013, 2014), February 16, 2011 (30,000 shares @ $14.80 per share; vesting 25% on each of February 16, 2012, 2013, 2014, 2015) and February 10, 2012 (27,672 shares @ $8.80 per share; 6,918 exercised on February 12, 2013; vesting 25% on each of February 10, 2013, 2014, 2015, 2016).
The vesting of each the options is conditioned upon the holder continuing to provide services through the applicable vesting date and is subject to acceleration in the event of a change in control of the Company. The options have a term of ten years from their date of grant.
Options were granted on May 8, 2008 (200,000 shares @ $3.45 per share; basic time vesting condition satisfied. In addition to the basic time-based vesting requirements, the vesting of the options also requires that (i) an equity valuation hurdle (currently $1.38 billion) or (ii) an EBITDA hurdle ($93.5 million for 2012 and increasing 10% per year thereafter) be achieved. If these performance goals are not met, the options will vest 100% on February 7, 2014. The vesting the options is conditioned upon the holder continuing to provide services through the applicable vesting date and is subject to acceleration in the event of a change in control of the Company that exceeds the equity valuation hurdle and forfeiture in the event a change in control that does not meet the equity valuation hurdle occurs prior to the EBITDA or cliff vesting dates. The options have a term of ten years from their date of grant.