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