0001612956-16-000009.txt : 20161222
0001612956-16-000009.hdr.sgml : 20161222
20161222113249
ACCESSION NUMBER: 0001612956-16-000009
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20161219
FILED AS OF DATE: 20161222
DATE AS OF CHANGE: 20161222
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TUBEMOGUL INC
CENTRAL INDEX KEY: 0001449278
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 510633881
STATE OF INCORPORATION: CA
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1250 53RD STREET, SUITE 6
CITY: EMERYVILLE
STATE: CA
ZIP: 94608
BUSINESS PHONE: 510-653-0677
MAIL ADDRESS:
STREET 1: 1250 53RD STREET, SUITE 6
CITY: EMERYVILLE
STATE: CA
ZIP: 94608
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Fradin Russell
CENTRAL INDEX KEY: 0001612956
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36543
FILM NUMBER: 162065595
MAIL ADDRESS:
STREET 1: C/O DYNAMIC SIGNAL
STREET 2: 1111 BAYHILL DRIVE, SUITE 325
CITY: SAN BRUNO
STATE: CA
ZIP: 94066
4
1
edgar.xml
PRIMARY DOCUMENT
X0306
4
2016-12-19
1
0001449278
TUBEMOGUL INC
TUBE
0001612956
Fradin Russell
1250 53RD STREET, SUITE 2
EMERYVILLE
CA
94608
1
0
0
0
Common Stock
2016-12-19
4
U
0
20882
14.00
D
8069
D
Common Stock
2016-12-19
4
D
0
8069
14.00
D
0
D
Stock Option (right to buy)
15.37
2016-12-19
4
D
0
5679
0
D
2025-06-18
Common Stock
5679
0
D
Stock Option (right to buy)
.70
2016-12-19
4
D
0
32292
0
D
2022-07-19
Common Stock
32292
0
D
Of the reported shares, 8,069 shares are represented by RSUs.
Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated November 10, 2016, by and among TubeMogul, Adobe Systems Incorporated, a Delaware corporation ("Adobe") and Tiger Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Adobe, the vesting of restricted stock units for an aggregate of 8,069 shares was accelerated immediately at the effective time of the Merger, and in accordance with the Merger Agreement, these accelerated restricted stock units were canceled and converted into the right to receive cash consideration of $14.00 per share, net to the seller in cash, without interest thereon and subject to any required tax withholding.
This stock option is being canceled pursuant to the terms of the Merger Agreement.
This stock option is fully vested and exercisable.
Option is fully vested and immediately exercisable. Pursuant to the terms of the Merger Agreement, each outstanding and exercisable option to purchase shares of common stock of Issuer was canceled and converted into the right to receive an amount (subject to any applicable withholding tax) in cash equal to: (A) $14.00 per share minus (B) the exercise price per share of common stock of Issuer.
Eric Deeds, Attorney-in-Fact
2016-12-21