0001104659-16-140497.txt : 20160818
0001104659-16-140497.hdr.sgml : 20160818
20160818165817
ACCESSION NUMBER: 0001104659-16-140497
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160816
FILED AS OF DATE: 20160818
DATE AS OF CHANGE: 20160818
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Marketo, Inc.
CENTRAL INDEX KEY: 0001490660
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 562558241
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 901 MARINERS ISLAND BLVD., SUITE 500
CITY: SAN MATEO
STATE: CA
ZIP: 94404
BUSINESS PHONE: 650 376-2300
MAIL ADDRESS:
STREET 1: 901 MARINERS ISLAND BLVD., SUITE 500
CITY: SAN MATEO
STATE: CA
ZIP: 94404
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SIBONI ROGER S
CENTRAL INDEX KEY: 0001105624
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35909
FILM NUMBER: 161841414
MAIL ADDRESS:
STREET 1: 1900 SOUTH NORFOLK STREET
CITY: SAN MATEO
STATE: CA
ZIP: 94403
4
1
a4.xml
4
X0306
4
2016-08-16
1
0001490660
Marketo, Inc.
MKTO
0001105624
SIBONI ROGER S
C/O MARKETO, INC.
901 MARINERS ISLAND BLVD
SAN MATEO
CA
94404
1
0
0
0
Common Stock
2016-08-16
4
U
0
10951
D
0
D
Non-Qualified Stock Option (right to buy)
2.74
2016-08-16
4
D
0
42990
D
2021-10-03
Common Stock
42990
0
D
Stock Option (right to buy)
12.00
2016-08-16
4
D
0
16800
D
2023-04-30
Common Stock
16800
0
D
Non-Qualified Stock Option (right to buy)
25.45
2016-08-16
4
D
0
9055
D
2024-06-12
Common Stock
9055
0
D
Non-Qualified Stock Option (right to buy)
29.28
2016-08-16
4
D
0
8563
D
2025-05-31
Common Stock
8563
0
D
Non-Qualified Stock Option (right to buy)
35.16
2016-08-16
4
D
0
6789
D
2026-05-31
Common Stock
6789
0
D
Certain of these securities were restricted stock units ("RSUs") that represented the Reporting Person's right to receive shares of Common Stock of the Issuer. The RSUs were cancelled pursuant to that certain Agreement and Plan of Merger, dated May 27, 2016, between the Issuer, Milestone Holdco, LLC and Milestone Merger Sub, Inc. (the "Merger Agreement"), in exchange for a cash payment of $35.25 per share.
Disposed of pursuant to the Merger Agreement, in exchange for a cash payment of $35.25 per share.
The option, originally for 115,000 shares and of which 72,010 shares have been exercised, which provide for vesting of 2,500 shares per month beginning on November 4, 2011 through October 3, 2014 and the remaining 25,000 shares vest ratably over the following twelve months, was cancelled pursuant to the Merger Agreement, in exchange for a cash payment equal to (x) the difference between $35.25 and the per share exercise prices of the option multiplied by (y) the number of disposed option shares.
The option, which provided for vesting of all of the shares upon the earlier of (i) the 2014 annual stockholders meeting of the Issuer or (ii) May 1, 2014, was cancelled pursuant to the Merger Agreement, in exchange for a cash payment equal to (x) the difference between $35.25 and the per share exercise price of the option, multiplied by (y) the number of disposed option shares.
The option, which provided for vesting of all of the shares upon the earlier of (i) the 2015 annual stockholders meeting of the Issuer or (ii) June 12, 2015, was cancelled pursuant to the Merger Agreement, in exchange for a cash payment equal to (x) the difference between $35.25 and the per share exercise price of the option, multiplied by (y) the number of disposed option shares.
The option, which provided for vesting of all of the shares upon the earlier of (i) the 2016 annual stockholders meeting of the Issuer or (ii) June 1, 2016, was cancelled pursuant to the Merger Agreement, in exchange for a cash payment equal to (x) the difference between $35.25 and the per share exercise price of the option, multiplied by (y) the number of disposed option shares.
The option, which provided for vesting of all of the shares upon the earlier of (i) the 2017 annual stockholders meeting of the Issuer or (ii) June 1, 2017, was cancelled pursuant to the Merger Agreement, in exchange for a cash payment equal to (x) the difference between $35.25 and the per share exercise price of the option, multiplied by (y) the number of disposed option shares.
/s/ Margo Smith, by power of attorney
2016-08-18