0001209191-20-023175.txt : 20200403 0001209191-20-023175.hdr.sgml : 20200403 20200403163828 ACCESSION NUMBER: 0001209191-20-023175 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200401 FILED AS OF DATE: 20200403 DATE AS OF CHANGE: 20200403 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lowy Adam CENTRAL INDEX KEY: 0001757616 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35982 FILM NUMBER: 20773998 MAIL ADDRESS: STREET 1: C/O TELARIA, INC. STREET 2: 222 BROADWAY, 16TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10038 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Telaria, Inc. CENTRAL INDEX KEY: 0001375796 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING AGENCIES [7311] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1501 BROADWAY, SUITE 801 CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: (646) 723-5300 MAIL ADDRESS: STREET 1: 1501 BROADWAY, SUITE 801 CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: TREMOR VIDEO INC. DATE OF NAME CHANGE: 20110919 FORMER COMPANY: FORMER CONFORMED NAME: TREMOR MEDIA INC DATE OF NAME CHANGE: 20060918 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-04-01 1 0001375796 Telaria, Inc. TLRA 0001757616 Lowy Adam C/O TELARIA, INC. 222 BROADWAY, 16TH FLOOR NEW YORK NY 10038 0 1 0 0 Chief Commercial Officer Common Stock 2020-04-01 4 D 0 40007 D 40007 D Stock Option (Right to Buy) 2.76 2020-04-01 4 D 0 200000 0.00 D 2028-10-25 Common Stock 200000 0 D Restricted Stock Unit 0.00 2020-04-01 4 D 0 75000 0.00 D Common Stock 75000 0 D On April 1, 2020, the effective date (the "Effective Date") of the merger between the Issuer and The Rubicon Project, Inc. ("Rubicon"), each share of Issuer common stock was exchanged for 1.082 shares of Rubicon common stock. This option was assumed by Rubicon pursuant to the merger agreement on the Effective Date with the same vesting and other terms at the rate of 1.082 Rubicon options for each Issuer option, rounded down to the nearest whole share, and with an exercise price per share of each Rubicon option equal to the exercise price herein divided by 1.082, rounded up to the nearest cent. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. On the Effective Date, pursuant to the merger agreement, restricted stock units were assumed by Rubicon, with the same vesting and other terms, at an exchange ratio of 1.082 Rubicon restricted stock units for each Issuer restricted stock unit reported herein, rounded down to the nearest whole share. /s/ Aaron Saltz, Attorney-in-Fact 2020-04-03