0001213900-20-027632.txt : 20200921 0001213900-20-027632.hdr.sgml : 20200921 20200921173224 ACCESSION NUMBER: 0001213900-20-027632 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200921 FILED AS OF DATE: 20200921 DATE AS OF CHANGE: 20200921 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ossie Edward CENTRAL INDEX KEY: 0001638552 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37466 FILM NUMBER: 201187296 MAIL ADDRESS: STREET 1: 5 PENN PLAZA, 14TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10001 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Majesco CENTRAL INDEX KEY: 0001626853 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 770309142 STATE OF INCORPORATION: CA FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 412 MOUNT KEMBLE AVENUE STREET 2: SUITE 110C CITY: MORRISTOWN STATE: NJ ZIP: 07960 BUSINESS PHONE: (973) 461-5200 MAIL ADDRESS: STREET 1: 412 MOUNT KEMBLE AVENUE STREET 2: SUITE 110C CITY: MORRISTOWN STATE: NJ ZIP: 07960 4 1 ownership.xml X0306 4 2020-09-21 1 0001626853 Majesco MJCO 0001638552 Ossie Edward C/O MAJESCO 412 MT. KEMBLE AVE., SUITE 110C MORRISTOWN NJ 07960 0 1 0 0 COO Common stock 2020-09-21 4 D 0 7988 D 0 D Common stock 2020-09-21 4 D 0 2992 D 0 I See Footnote Common stock 2020-09-21 4 D 0 1166 D 0 I See Footnote Common stock 2020-09-21 4 D 0 3788 D 0 I See Footnote Stock option (right to purchase) 4.92 2020-09-21 4 D 0 83333 D 2025-06-29 Common stock 83333 0 D Stock option (right to purchase) 5.18 2020-09-21 4 D 0 10000 D 2026-06-03 Common stock 10000 0 D Stock option (right to purchase) 5.75 2020-09-21 4 D 0 15000 D 2027-01-23 Common stock 15000 0 D Stock option (right to purchase) 4.87 2020-09-21 4 D 0 20000 D 2027-07-25 Common stock 20000 0 D Disposition pursuant to the Amended and Restated Agreement and Plan of Merger dated as of August 8, 2020 by and among Majesco, Magic Intermediate, LLC and Magic Merger Sub, Inc. (the "Merger Agreement"). Pursuant to the Merger Agreement, on the effective date of the merger (September 21, 2020) (the "Effective Date"), each share of Issuer common stock was converted into the right to receive $16.00 in cash. Owned by the IRA held for the benefit of Edward J. Ossie. Owned by the Edward J. Ossie Trust. Owned by the Gail M. Ossie Trust. All 83,333 options are exercisable. Disposition pursuant to the Merger Agreement. Pursuant to the Merger Agreement, on the Effective Date of the merger, each option to purchase shares of the Issuer's common stock, whether vested or unvested, was cancelled in exchange for the right to receive an amount in cash equal to the product of (a) the excess of $16.00 over the exercise price of such option multiplied by (b) the number of shares of Issuer common stock subject to such option. All 10,000 options are exercisable. The options vest and become exercisable in equal installments on an annual basis over a 4-year period commencing on January 23, 2017. Upon the Effective Date of the merger, the vesting of all unvested options was accelerated such that all unvested options became immediately exercisable. The options vest and become exercisable in equal installments on an annual basis over a four-year period commencing on July 25, 2017. Upon the Effective Date of the merger, the vesting of all unvested options was accelerated such that all unvested options became immediately exercisable. /s/Lori Stanley as Attorney-In-Fact For Edward Ossie 2020-09-21