0001209191-14-052713.txt : 20140815 0001209191-14-052713.hdr.sgml : 20140815 20140815163639 ACCESSION NUMBER: 0001209191-14-052713 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140813 FILED AS OF DATE: 20140815 DATE AS OF CHANGE: 20140815 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ZIPREALTY INC CENTRAL INDEX KEY: 0001142512 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE AGENTS & MANAGERS (FOR OTHERS) [6531] IRS NUMBER: 943319956 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2000 POWELL STREET, SUITE 300 CITY: EMERYVILLE STATE: CA ZIP: 94608 BUSINESS PHONE: 510-735-2600 MAIL ADDRESS: STREET 1: 2000 POWELL STREET, SUITE 300 CITY: EMERYVILLE STATE: CA ZIP: 94608 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DEMARSE ELISABETH H CENTRAL INDEX KEY: 0001204900 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51002 FILM NUMBER: 141046935 MAIL ADDRESS: STREET 1: CREDITCARDS.COM STREET 2: 13809 RESEARCH BOULEVARD, SUITE 906 CITY: AUSTIN STATE: TX ZIP: 78750 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2014-08-13 0 0001142512 ZIPREALTY INC ZIPR 0001204900 DEMARSE ELISABETH H 2000 POWELL STREET SUITE 300 EMERYVILLE CA 94608 1 0 0 0 Common Stock 2014-08-13 4 U 0 5000 6.75 D 0 D Stock Option (right to buy) 2.47 2014-08-14 4 D 0 6666 4.28 D 2021-06-01 Common Stock 6666 0 D Stock Option (right to buy) 3.49 2014-08-14 4 D 0 6666 3.26 D 2020-05-19 Common Stock 6666 0 D Stock Option (right to buy) 3.20 2014-08-14 4 D 0 6666 3.55 D 2019-05-20 Common Stock 6666 0 D Stock Option (right to buy) 4.97 2014-08-14 4 D 0 6666 1.78 D 2018-05-20 Common Stock 6666 0 D Stock Option (right to buy) 7.69 2014-08-14 4 D 0 6666 0.00 D 2017-05-23 Common Stock 6666 0 D Stock Option (right to buy) 9.07 2014-08-14 4 D 0 6666 0.00 D 2016-05-24 Common Stock 6666 0 D Stock Option (right to buy) 13.88 2014-08-14 4 D 0 16666 0.00 D 2015-07-25 Common Stock 16666 0 D Stock Option (right to buy) 1.25 2014-08-14 4 D 0 50000 5.50 D 2022-03-07 Common Stock 50000 0 D Stock Option (right to buy) 1.36 2014-08-14 4 D 0 6666 5.39 D 2022-06-06 Common Stock 6666 0 D Stock Option (right to buy) 2.93 2014-08-14 4 D 0 6666 3.82 D 2023-05-29 Common Stock 6666 0 D Stock Option (right to buy) 3.05 2014-08-14 4 D 0 6666 3.70 D 2024-06-04 Common 6666 0 D Pursuant to an Agreement and Plan of Merger dated as of July 15, 2014, among the Issuer, Realogy Group LLC, and Honeycomb Acquisition, Inc. ("Purchaser"), a wholly owned indirect subsidiary of Realogy Group LLC: (i) on August 13, 2014, Purchaser accepted all the shares of the Issuer's common stock tendered to it at a price of $6.75 per share in cash, at which time each outstanding and unvested option to purchase shares of the Issuer's common stock vested in full; and (ii) on August 14, 2014, Purchaser was merged with and into the Issuer, at which time each outstanding share of the Issuer's common stock was converted into the right to receive $6.75 in cash, and each outstanding option to purchase shares of the Issuer's common stock was cancelled in exchange for a cash payment equal to $6.75 less the option exercise price, in each case payable without interest and less any required withholding taxes. All transactions reported in this Form 4 relate to the foregoing events. All of the shares subject to the option have vested and become exercisable. Any option with an exercise price greater than or equal to $6.75 per share was cancelled at the effective time of the merger without the payment of any consideration. /s/ Karen B. Seto, attorney-in-fact 2014-08-15