X0306 4 2019-01-11 true 0001095277 INTERSECTIONS INC INTX 0001279418 STANFIELD MICHAEL R C/O INTERSECTIONS INC. 3901 STONECROFT BOULEVARD CHANTILLY VA 20151 true true President & Executive Chairman COMMON STOCK 2019-01-11 4 J 0 922154 3.68 D 0 D COMMON STOCK 2019-01-11 4 J 0 577846 3.68 D 0 I By Stanfield Family Investments LLC EMPLOYEE STOCK OPTION (RIGHT TO BUY) 3.1 2019-01-11 4 D 0 170349 0.58 D 2019-05-19 COMMON STOCK 170349 0 D EMPLOYEE STOCK OPTION (RIGHT TO BUY) 2.3 2019-01-11 4 D 0 379000 1.38 D 2026-06-14 COMMON STOCK 379000 0 D EMPLOYEE STOCK OPTION (RIGHT TO BUY) 2.1 2019-01-11 4 D 0 238095 1.58 D 2022-12-05 COMMON STOCK 238095 0 D RESTRICTED STOCK UNIT 2019-01-11 4 D 0 360000 D COMMON STOCK 360000 0 D RESTRICTED STOCK UNIT 2019-01-11 4 D 0 133332 D COMMON STOCK 133332 0 D RESTRICTED STOCK UNIT 2019-01-11 4 D 0 66667 D COMMON STOCK 66667 0 D On October 31, 2018, the Issuer entered into an Agreement and Plan of Merger (as amended, the "Merger Agreement") with WC SACD One Parent, Inc., a Delaware corporation ("Parent"), and WC SACD One Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Sub"). Subject to the terms and conditions of the Merger Agreement, on January 11, 2019, Merger Sub merged with and into the Issuer, with the Issuer surviving as a wholly-owned subsidiary of Parent (the "Merger"). Represents shares of common stock of the Issuer that were contributed and assigned to WC SACD One, Inc., a Delaware corporation and the direct parent of Parent ("Newco"), in exchange for equity interests in Newco, pursuant to the terms and conditions of a Contribution and Assignment Agreement, dated as of October 31, 2018 (the "Rollover Agreement"), by and between the reporting person and Newco. Such shares were contributed and assigned to Newco on January 11, 2019. Reflects disposition on January 11, 2019 pursuant to the terms of the Merger Agreement. In accordance with the terms of the Merger Agreement, each option (whether vested or unvested) to acquire shares of the common stock of the Issuer was cancelled in exchange for the right to receive an amount in cash equal to the excess of $3.68 over the exercise price of such option. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock or, at the Issuer's option, cash or a combination of the two. Reflects disposition on January 11, 2019 pursuant to the terms of the Merger Agreement. In accordance with the terms of the Merger Agreement, each restricted stock unit (including restricted stock units that became fully vested pursuant to the Merger Agreement) was cancelled and converted automatically into the right to receive $3.68 in cash. /s/ Todd E. Lenson, Attorney-In-Fact 2019-01-14