0001209191-14-027232.txt : 20140411
0001209191-14-027232.hdr.sgml : 20140411
20140411214513
ACCESSION NUMBER: 0001209191-14-027232
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140401
FILED AS OF DATE: 20140411
DATE AS OF CHANGE: 20140411
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: RUBICON PROJECT, INC.
CENTRAL INDEX KEY: 0001595974
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
IRS NUMBER: 208881738
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 12181 BLUFF CREEK DRIVE, 4TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90094
BUSINESS PHONE: 310-207-0272
MAIL ADDRESS:
STREET 1: 12181 BLUFF CREEK DRIVE, 4TH FLOOR
CITY: LOS ANGELES
STATE: CA
ZIP: 90094
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MOHN JARL
CENTRAL INDEX KEY: 0001186934
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36384
FILM NUMBER: 14761305
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2014-04-01
0
0001595974
RUBICON PROJECT, INC.
RUBI
0001186934
MOHN JARL
C/O THE RUBICON PROJECT, INC.
12181 BLUFF CREEK DRIVE, 4TH FLOOR
LOS ANGELES
CA
90094
1
0
0
0
Class A Common Stock
2014-04-01
4
A
0
15000
0.00
A
15000
D
Class A Common Stock
2014-04-01
4
A
0
6283
0.00
A
21283
D
Class A Common Stock
2014-04-07
4
J
0
21283
D
0
D
Common Stock
2014-04-07
4
J
0
21283
A
21283
D
Class A Common Stock
2014-04-07
4
C
0
405850
A
405850
I
By The Mohn Family Trust
Class A Common Stock
2014-04-07
4
J
0
405850
D
0
I
By The Mohn Family Trust
Common Stock
2014-04-07
4
J
0
405850
A
405850
I
By The Mohn Family Trust
Common Stock
2014-04-07
4
S
0
50000
15.00
D
355850
I
By The Mohn Family Trust
Stock Option (Right to Buy)
15.00
2014-04-01
4
A
0
29184
0.00
A
2024-04-01
Class A Common Stock
29184
29184
D
Stock Option (Right to Buy)
15.00
2014-04-01
4
A
0
13208
0.00
A
2024-04-01
Class A Common Stock
13208
13208
D
Stock Option (Right to Buy)
15.00
2014-04-07
4
J
0
29184
D
2024-04-01
Class A Common Stock
29184
0
D
Stock Option (Right to Buy)
15.00
2014-04-07
4
J
0
29184
A
2024-04-01
Common Stock
29184
29184
D
Stock Option (Right to Buy)
15.00
2014-04-07
4
J
0
13208
D
2024-04-01
Class A Common Stock
13208
0
D
Stock Option (Right to Buy)
15.00
2014-04-07
4
J
0
13208
A
2024-04-01
Common Stock
13208
13208
D
Series B Convertible Preferred Stock
2014-04-07
4
C
0
705880
D
Class A Common Stock
352940
0
I
By The Mohn Family Trust
Series C Convertible Preferred Stock
2014-04-07
4
C
0
49544
D
Class A Common Stock
24772
0
I
By The Mohn Family Trust
Series D Convertible Preferred Stock
2014-04-07
4
C
0
56276
D
Class A Common Stock
28138
0
I
By The Mohn Family Trust
Represents restricted stock units that vest in three equal annual increments, on the first, second and third anniversaries of the date of completion of The Rubicon Project, Inc.'s (the "Issuer") initial public offering.
Granted as compensation for services.
Represents restricted stock units that vest in full on the date of the next Annual Meeting of the Issuer's stockholders.
Pursuant to the Sixth Amended and Restated Certificate of Incorporation ("A&R Charter") of the Issuer filed prior to the completion of the Issuer's initial public offering, each share of Class A Common Stock was reclassified and converted into one share of a single class of Common Stock on April 7, 2014. Such reclassification was exempt under Rule 16b-7 of the Securities Exchange Act of 1934, as amended.
Each share of Convertible Preferred Stock automatically converted into 1/2 of a share of Class A Common Stock upon completion of the Issuer's initial public offering of its Common Stock
on April 7, 2014. The Convertible Preferred Stock has no expiration date.
Mr. Mohn and his wife are co-trustees of, and the sole beneficiaries of, The Mohn Family Trust.
The stock option vests in three equal annual increments, on the first, second and third anniversaries of the date of completion of the Issuer's initial public offering.
The stock option vests in full on the date of the next Annual Meeting of the Issuer's stockholders.
Pursuant to the A&R Charter, each share of Class A Common Stock underlying the reported stock option automatically reclassified and converted into one share of a single class of Common Stock on April 7, 2014, immediately prior to the completion of the Issuer's initial public offering. Such reclassification was exempt under Rule 16b-7 of the Securities Exchange Act of 1934, as amended.
/s/ Jonathan Feldman, attorney-in-fact
2014-04-11