0001209191-13-000329.txt : 20130102
0001209191-13-000329.hdr.sgml : 20130101
20130102193652
ACCESSION NUMBER: 0001209191-13-000329
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20121228
FILED AS OF DATE: 20130102
DATE AS OF CHANGE: 20130102
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Spero Benjamin C.
CENTRAL INDEX KEY: 0001472386
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34518
FILM NUMBER: 13503542
MAIL ADDRESS:
STREET 1: 333 MIDDLEFIELD ROAD
STREET 2: SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Ancestry.com Inc.
CENTRAL INDEX KEY: 0001469433
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374]
IRS NUMBER: 261235962
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 360 WEST 4800 NORTH
CITY: PROVO
STATE: UT
ZIP: 84604
BUSINESS PHONE: 801-705-7000
MAIL ADDRESS:
STREET 1: 360 WEST 4800 NORTH
CITY: PROVO
STATE: UT
ZIP: 84604
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2012-12-28
1
0001469433
Ancestry.com Inc.
ACOM
0001472386
Spero Benjamin C.
360 WEST 4800 NORTH
PROVO
UT
84604
1
0
0
0
Common Stock, $0.001 par value
2012-12-28
4
D
0
9561786
32.00
D
0
I
See Footnote.
Restricted Stock Units
0.00
2012-12-28
4
D
0
4359
0.00
D
Common Stock, $0.001 par value
4359
0
D
Consists of an aggregate of 9,561,786 shares disposed of in connection with the acquistion of Ancestry.com Inc. by a company controlled by investment funds advised by Permira Advisers, LLC on December 28, 2012 (the "Merger"), including 9,516,845 shares held by Spectrum Equity Investors V, L.P. and 44,941 shares held by Spectrum V Investment Managers' Fund, L.P. Mr. Spero is a limited partner of the general partner of Spectrum Equity Investors V, L.P. and a limited partner of Spectrum V Investment Managers' Fund, L.P. Mr. Spero disclaims beneficial ownership of these shares.
Pursuant to the terms of the Agreement and Plan of Merger, dated October 21, 2012, by and among Global Generations International Inc. ("Parent"), Global Generations Merger Sub Inc. and Ancestry.com Inc. (the "Merger Agreement"; capitalized terms used but not defined herein have the meanings assigned to them in the Merger Agreement), at the Effective Time, the Company RSU Awards held by the reporting person were converted into the right to receive an amount in cash equal to the product of (i) the total number of Shares subject to such Company RSU Awards multiplied by (ii) the Merger Consideration.
On May 24, 2012, the reporting person received 4,359 restricted stock units, vesting on the earlier of the first anniversary of the date of grant or the business day immediately preceding the 2013 annual meeting of stockholders. Each restricted stock unit represents the contingent right to one share of common stock at vesting.
Pursuant to an agreement between the Reporting Person and Applegate & Collatos, Inc., the Reporting Person has ceded all beneficial ownership over these RSUs to Applegate & Collatos, Inc. and therefore disclaims any interest in the RSUs or the transaction reported thereby.
/s/ William C. Stern, Attorney-in-Fact for Benjamin Spero
2013-01-02