0000892482-23-000011.txt : 20230209 0000892482-23-000011.hdr.sgml : 20230209 20230209160724 ACCESSION NUMBER: 0000892482-23-000011 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230207 FILED AS OF DATE: 20230209 DATE AS OF CHANGE: 20230209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CHOWNING MARY E CENTRAL INDEX KEY: 0001257133 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20728 FILM NUMBER: 23606260 MAIL ADDRESS: STREET 1: 65 PASEO DEL COYOTE CITY: SANTA FE STATE: NM ZIP: 87506 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Qumu Corp CENTRAL INDEX KEY: 0000892482 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 411577970 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 400 SOUTH 4TH STREET STREET 2: SUITE 401-412 CITY: MINNEAPOLIS STATE: MN ZIP: 55415 BUSINESS PHONE: (612) 638-9100 MAIL ADDRESS: STREET 1: 400 SOUTH 4TH STREET STREET 2: SUITE 401-412 CITY: MINNEAPOLIS STATE: MN ZIP: 55415 FORMER COMPANY: FORMER CONFORMED NAME: RIMAGE CORP DATE OF NAME CHANGE: 19930328 4 1 wf-form4_167597682062002.xml FORM 4 X0306 4 2023-02-07 1 0000892482 Qumu Corp QUMU 0001257133 CHOWNING MARY E 65 PASEO DEL COYOTE SANTA FE NM 87506 1 0 0 0 Common Stock 2023-02-07 4 U 0 59967 0.90 D 0 D Restricted Stock Units 2023-02-08 4 D 0 25000 D Common Stock 25000.0 0 D Restricted Stock Units 2023-02-08 4 D 0 17353 D Common Stock 17353.0 0 D On December 19, 2022, the Issuer entered into an Agreement and Plan of Merger (the "Merger Agreement"), by and among the Issuer, Enghouse Interactive, Inc. and Cosmos Merger Sub, Inc. ("Purchaser"), providing for an offer by Purchaser to purchase all of the outstanding common stock of the Issuer (the "Offer") for $0.90 per share followed by a merger of Purchaser with and into the Issuer (the "Merger"), with the Issuer surviving as a wholly owned subsidiary of Enghouse Interactive, Inc. Pursuant to the Merger Agreement, at the effective time of the Merger, each outstanding award of restricted stock, restricted stock units and the earned portion of each performance stock unit award was vested as of immediately before the Effective Time and was canceled and converted into the right to receive an amount in cash, without interest and subject to any required withholding taxes, equal to $0.90 per share, multiplied by the number of shares of Common Stock subject to such award. /s/ Eric Nyberg, Attorney-in-Fact for Mary E. Chowning 2023-02-08