Filing Details
- Accession Number:
- 0001593678-14-000011
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2014-03-04 20:50:20
- Reporting Period:
- 2014-03-01
- Filing Date:
- 2014-03-04
- Accepted Time:
- 2014-03-04 20:50:20
- SEC Url:
- Form 4 Filing
Issuer
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1593678 | A. Pamela Sergeeff | C/O Rovi Corporation 2830 De La Cruz Blvd Santa Clara CA 95050 | Evp, General Counsel | No | 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 | Acquisiton | 2014-03-01 | 50,000 | $0.00 | 99,996 | No | 4 | A | Direct | |
Common Stock | Disposition | 2014-03-03 | 5,082 | $22.55 | 94,914 | No | 4 | S | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | A | Direct | |
No | 4 | S | Direct |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Performance Rights | Acquisiton | 2014-03-01 | 20,000 | $0.00 | 20,000 | $0.00 |
Common Stock | Employee Stock Option (right to buy) | Acquisiton | 2014-03-01 | 18,500 | $0.00 | 18,500 | $24.84 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
20,000 | 2017-03-01 | No | 4 | A | Direct | |
18,500 | 2015-03-01 | 2021-03-01 | No | 4 | A | Direct |
Footnotes
- Granted March 1, 2014, this restricted stock award vests over four years with 25% vesting on each of the annual anniversaries of the grant date.
- Shares sold to cover tax withholdings associated with the vesting of restricted stock.
- Shares sold on the open market are reported as an average sell price per share of $22.55; breakdown of shares sold and per share sale prices are as follows: 4,632 at $22.50; 45 at $22.94; 91 at $23.02; 235 at 23.03 and 79 at $23.09.
- The restricted stock award will be measured over a period of three years based on the achievement of total annual adjusted pro forma revenue and adjusted pro forma operating profit performance metrics (each measured on a calendar year basis). At the end of the three-year period, an average vesting factor will be applied to the total grant amount to determine the total amount eligible to vest based on achievement of the performance metrics. A modifier based upon total shareholder return over the three-year period will then be applied to determine the actual amount of shares to be vested.
- Granted March 1, 2014; 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.