0001104659-21-081727.txt : 20210616
0001104659-21-081727.hdr.sgml : 20210616
20210616061918
ACCESSION NUMBER: 0001104659-21-081727
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210614
FILED AS OF DATE: 20210616
DATE AS OF CHANGE: 20210616
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MORIARTY SEAN P
CENTRAL INDEX KEY: 0001441280
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35048
FILM NUMBER: 211020452
MAIL ADDRESS:
STREET 1: C/O LEAF GROUP LTD.
STREET 2: 1655 26TH STREET
CITY: SANTA MONICA
STATE: CA
ZIP: 90404
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: LEAF GROUP LTD.
CENTRAL INDEX KEY: 0001365038
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374]
IRS NUMBER: 204731239
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1655 26TH STREET
CITY: SANTA MONICA
STATE: CA
ZIP: 90404
BUSINESS PHONE: (310) 917-6400
MAIL ADDRESS:
STREET 1: 1655 26TH STREET
CITY: SANTA MONICA
STATE: CA
ZIP: 90404
FORMER COMPANY:
FORMER CONFORMED NAME: DEMAND MEDIA INC.
DATE OF NAME CHANGE: 20100707
FORMER COMPANY:
FORMER CONFORMED NAME: Demand Media Inc
DATE OF NAME CHANGE: 20060605
4
1
tm2119753-8_4seq1.xml
OWNERSHIP DOCUMENT
X0306
4
2021-06-14
1
0001365038
LEAF GROUP LTD.
LEAF
0001441280
MORIARTY SEAN P
1655 26TH STREET
SANTA MONICA
CA
90404
1
1
0
0
Chief Executive Officer
Common Stock
2021-06-14
4
D
0
687936
D
0
D
This Form 4 reports securities disposed of pursuant to the terms of that certain Agreement and Plan of Merger, dated as of April 3, 2021, by and among Graham Holdings Company ("Parent"), Pacifica Merger Sub, Inc. ("Merger Sub") and the Issuer, pursuant to which Merger Sub merged with and into the Issuer (the "Merger") with the Issuer surviving as a wholly owned subsidiary of Parent effective as of June 14, 2021. At the effective time of the Merger, (a) each issued and outstanding share of common stock of the Issuer, (b) each unvested restricted stock award of the Issuer ("Unvested Company RSU Award") and (c) each vested restricted stock award of the Issuer ("Vested Company RSU Award" and together with the Unvested Company RSU Awards, collectively, the "RSUs") held by the reporting person was cancelled and converted into the right to receive $8.50 in cash, net of applicable withholding taxes and without interest.
Includes 250,001 unvested RSUs.
/s/ Adam Wergeles, as attorney-in-fact for Sean P. Moriarty
2021-06-16