SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

HALT PETER

(Last)

(First)

(Middle)

C/O TIVO CORPORATION

2160 GOLD STREET

(Street)

SAN JOSE

95002

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
TiVo Corp [ TIVO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/01/2019		M		7,000⁽¹⁾	A	$0.001	200,023⁽²⁾	D
Common Stock	03/01/2019		M		4,574⁽³⁾	A	$0.001	204,597	D
Common Stock	03/01/2019		M		5,043⁽⁴⁾	A	$0.001	209,640	D
Common Stock	03/01/2019		F		6,085⁽⁵⁾	D	$9.92	203,555	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽⁶⁾	03/01/2019		M			7,000⁽¹⁾	03/01/2019	03/01/2019	Common Stock	7,000	$0.001	91,819	D
Restricted Stock Units	⁽⁶⁾	03/01/2019		M			4,574⁽³⁾	03/01/2019	03/01/2020	Common Stock	4,574	$0.001	87,245	D
Restricted Stock Units	⁽⁶⁾	03/01/2019		M			5,043⁽⁴⁾	03/01/2019	03/01/2019	Common Stock	5,043	$0.001	82,202	D

Explanation of Responses:

1. Granted March 1, 2015, this restricted stock unit grant vests over four years with 25% vesting on each of the annual anniversaries of the grant date.

2. Includes 640 shares purchased on July 31, 2018 and 1,093 shares purchased on January 31, 2019 pursuant to the company's Employee Stock Purchase Plan (ESPP).

3. Granted March 1, 2016, this restricted stock unit grant vests over four years with 25% vesting on each of the annual anniversaries of the grant date.

4. Pursuant to a performance award agreement granted on March 1, 2016, performance was measured through September 7, 2016 (the TiVo acquisition date) and vested on a pro rata basis based on the period from the grant date to the TiVo acquisition date compared to the original service period ending on March 1, 2019. The remainder of the award vests 33% on March 1, 2017, March 1, 2018 and March 1, 2019.

5. Shares withheld to satisfy tax withholding obligations upon vesting of restricted stock units.

6. Each restricted stock unit represents a contingent right to receive one share of TIVO common stock.

Remarks:

	Anna Felix as Attorney-in-Fact for Peter Halt	03/05/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.