0000905148-23-000749.txt : 20230814 0000905148-23-000749.hdr.sgml : 20230814 20230814181626 ACCESSION NUMBER: 0000905148-23-000749 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230810 FILED AS OF DATE: 20230814 DATE AS OF CHANGE: 20230814 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Vanek Kathryn White CENTRAL INDEX KEY: 0001987626 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36331 FILM NUMBER: 231172494 MAIL ADDRESS: STREET 1: C/O QUOTIENT TECHNOLOGY INC. STREET 2: 1260 EAST STRINGHAM AVENUE, SUITE 600 CITY: SALT LAKE CITY STATE: UT ZIP: 84106 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Quotient Technology Inc. CENTRAL INDEX KEY: 0001115128 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 770485123 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1260 EAST STRINGHAM AVENUE STREET 2: SUITE 600 CITY: SALT LAKE CITY STATE: UT ZIP: 84106 BUSINESS PHONE: 650-605-4600 MAIL ADDRESS: STREET 1: 1260 EAST STRINGHAM AVENUE STREET 2: SUITE 600 CITY: SALT LAKE CITY STATE: UT ZIP: 84106 FORMER COMPANY: FORMER CONFORMED NAME: COUPONS.com Inc DATE OF NAME CHANGE: 20131023 FORMER COMPANY: FORMER CONFORMED NAME: COUPONS INC DATE OF NAME CHANGE: 20050802 FORMER COMPANY: FORMER CONFORMED NAME: COUPONS COM INC DATE OF NAME CHANGE: 20000522 4 1 form4.xml X0508 4 2023-08-10 0001115128 Quotient Technology Inc. QUOT 0001987626 Vanek Kathryn White C/O QUOTIENT TECHNOLOGY INC. 1260 EAST STRINGHAM AVENUE, SUITE 600 SALT LAKE CITY UT 84106 true false Common Stock 2023-08-10 4 A 0 62972 0 A 62972 D Represents grant of Restricted Stock Units (the "RSUs") payable solely in common stock of the Issuer, which has entered into an Agreement and Plan of Merger ("Merger Agreement") with CB Neptune Holdings, LLC ("Neptune"), pursuant to which Neptune will, subject to the terms and conditions of the Merger Agreement, acquire the Issuer (the "Proposed Acquisition"), and pursuant to which the Issuer will continue as the surviving corporation operating as a wholly owned subsidiary of Neptune (the "Merger"). In the event that the Merger is not consummated, these shares will vest as to one-third (1/3) of the RSUs on each annual anniversary of August 3, 2023, subject to the Reporting Person's continuous service as a director through the applicable vesting dates. In the event that the Merger is consummated, (x) the RSUs subject to the Initial Grant will vest on a pro-rata basis (determined based on the product of (i) the 62,972 RSUs subject to the award, multiplied by (ii) the ratio determined by dividing (A) the number of days between the August 10, 2023 grant date and the consummation date of the Merger by (B) the number of days in the three-year vesting term from August 3, 2023, with the number of vested RSUs rounded down to the nearest whole number, and (y) upon and as of the consummation date of the Merger, and subject to the Reporting Person's continuous service as a director up to and including such date, such person will be entitled to receive such number of vested RSUs and the remainder of the shares subject to the grant will be cancelled for no consideration. /s/ John Platz, Attorney-in-Fact for Kathryn Vanek 2023-08-14