0001179110-17-010849.txt : 20170801
0001179110-17-010849.hdr.sgml : 20170801
20170801145955
ACCESSION NUMBER: 0001179110-17-010849
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170727
FILED AS OF DATE: 20170801
DATE AS OF CHANGE: 20170801
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Naidu Taryn Jogi
CENTRAL INDEX KEY: 0001519257
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36262
FILM NUMBER: 17996364
MAIL ADDRESS:
STREET 1: C/O DEMAND MEDIA, INC.
STREET 2: 1299 OCEAN AVENUE, FIFTH FLOOR
CITY: SANTA MONICA
STATE: CA
ZIP: 90401
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: RIGHTSIDE GROUP, LTD.
CENTRAL INDEX KEY: 0001589094
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 320415537
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 5808 LAKE WASHINGTON BLVD., NE, STE. 300
CITY: KIRKLAND
STATE: WA
ZIP: 98033
BUSINESS PHONE: 425-298-2500
MAIL ADDRESS:
STREET 1: 5808 LAKE WASHINGTON BLVD., NE, STE. 300
CITY: KIRKLAND
STATE: WA
ZIP: 98033
4
1
edgar.xml
FORM 4 -
X0306
4
2017-07-27
1
0001589094
RIGHTSIDE GROUP, LTD.
NAME
0001519257
Naidu Taryn Jogi
5808 LAKE WASHINGTON BLVD. NE
SUITE 300
KIRKLAND
WA
98033
1
1
0
0
Chief Executive Officer
Common Stock
2017-07-27
4
U
0
428384
10.60
D
0
D
Stock Option (right to buy)
8.43
2017-07-28
4
D
0
7627
D
2011-10-24
2017-10-26
Common Stock
7627
0
D
Stock Option (right to buy)
9.36
2017-07-28
4
D
0
5084
D
2013-03-24
2019-03-24
Common Stock
5084
0
D
Stock Option (right to buy)
8.77
2017-07-28
4
D
0
181727
D
2026-04-12
Common Stock
181727
0
D
Stock Option (right to buy)
8.48
2017-07-28
4
D
0
187942
D
2027-03-06
Common Stock
187942
0
D
Pursuant to the Agreement and Plan of Merger dated June 13, 2017 by and among Donuts Inc., DTS Sub Inc. and the Issuer (the "Merger Agreement"), (i) each share of common stock was tendered for $10.60 in cash (less applicable tax withholding), and (ii) upon the closing of the merger on July 28, 2017, each outstanding restricted stock unit ("RSU") was exchanged for the right to receive $10.60 in cash (less applicable tax withholding), subject to the same vesting schedule and other terms and conditions that applied to the original RSU award, including any acceleration provisions set forth in any written employment agreement.
Pursuant to the terms of the Merger Agreement, all outstanding stock options were cancelled. Options with an exercise price per share less than $10.60 received a cash payment (less applicable tax withholdings) equal to, on a per share basis, $10.60 per share less the exercise price per share.
Twenty five percent (25%) of the shares subject to the option shall become vested and exercisable on February 15, 2017 and the remainder of the shares subject to the option shall vest and become exercisable in twelve (12) equal installments on each three (3) month anniversary thereafter.
Shares subject to the option shall vest and become exercisable in sixteen (16) equal installments with the first vest to occur on May 15, 2017, and subsequent vests to occur on each three (3) month anniversary thereafter.
/s/ Elizabeth Y. Lee, Attorney-in-fact
2017-08-01