0001104659-18-023083.txt : 20180409 0001104659-18-023083.hdr.sgml : 20180409 20180409171405 ACCESSION NUMBER: 0001104659-18-023083 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180405 FILED AS OF DATE: 20180409 DATE AS OF CHANGE: 20180409 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KLAUSMEYER KEVIN CENTRAL INDEX KEY: 0001007547 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50463 FILM NUMBER: 18746272 MAIL ADDRESS: STREET 1: 2101 CITYWEST BLVD CITY: HOUSTON STATE: TX ZIP: 77042-2827 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CALLIDUS SOFTWARE INC CENTRAL INDEX KEY: 0001035748 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 770438629 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4140 DUBLIN BLVD STREET 2: SUITE 400 CITY: DUBLIN STATE: CA ZIP: 94568 BUSINESS PHONE: 925-251-2200 MAIL ADDRESS: STREET 1: 4140 DUBLIN BLVD STREET 2: SUITE 400 CITY: DUBLIN STATE: CA ZIP: 94568 FORMER COMPANY: FORMER CONFORMED NAME: TALLYUP SOFTWARE INC DATE OF NAME CHANGE: 19980807 4 1 a4.xml 4 X0306 4 2018-04-05 1 0001035748 CALLIDUS SOFTWARE INC CALD 0001007547 KLAUSMEYER KEVIN C/O CALLIDUS SOFTWARE INC. 4140 DUBLIN BLVD., SUITE 400 DUBLIN CA 94568 1 0 0 0 Common Stock 2018-04-05 4 D 0 30253 36.00 D 0 D Stock Options 4.31 2018-04-05 4 D 0 4688 D 2013-05-29 2023-04-29 Common Stock 4688 0 D This Form 4 is being filed in connection with the April 5, 2018 closing of the merger (the "Merger") of Emerson One Acquisition Corp. ("Merger Sub") with and into the Issuer pursuant to the Agreement and Plan of Merger, dated as of January 29, 2018 (the "Merger Agreement"), by and among SAP America, Inc., Merger Sub and the Issuer. Upon closing of the Merger, each outstanding share of Common Stock of the Issuer was converted into the right to receive $36.00 per share in cash, without interest (the "Merger Consideration"). Disposed of pursuant to the Merger Agreement. The Stock Options vested in equal monthly installments over a period of four years from the grant date of April 29, 2013. At the effective time of the Merger, each outstanding vested and unvested Stock Option was cancelled and converted into the right to receive in cash an amount equal to the number of shares of Issuer Common Stock underlying such Stock Option multiplied by the excess, if any, of the Merger Consideration over the applicable exercise price. By: Vanessa Pon For: Kevin Klausmeyer 2018-04-05