Statement of Changes in Beneficial Ownership (4)
February 17 2017 - 6:33PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
ROGERS PAUL
|
2. Issuer Name
and
Ticker or Trading Symbol
RetailMeNot, Inc.
[
SALE
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chief Technology Officer
|
(Last)
(First)
(Middle)
RETAILMENOT, 301 CONGRESS AVENUE, SUITE 700
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/15/2017
|
(Street)
AUSTIN, TX 78701
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
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. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. 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)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Series 1 Common Stock, $0.001 par value
|
2/15/2017
|
|
A
|
|
29300
(1)
|
A
|
$0
|
110752
|
D
|
|
Series 1 Common Stock, $0.001 par value
|
2/15/2017
|
|
F
|
|
4874
|
D
|
$9.25
|
105878
|
D
|
|
Series 1 Common Stock, $0.001 par value
|
2/15/2017
|
|
M
|
|
5101
|
A
|
$2.08
|
110979
|
D
|
|
Series 1 Common Stock, $0.001 par value
|
2/15/2017
|
|
S
|
|
5101
(2)
|
D
|
$10.0461
(3)
|
105878
|
D
|
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Trans. Date
|
3A. Deemed Execution Date, if any
|
4. Trans. 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
|
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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
|
11. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
(A)
|
(D)
|
Date Exercisable
|
Expiration Date
|
Title
|
Amount or Number of Shares
|
Incentive Stock Option (right to buy)
|
$2.08
|
2/15/2017
|
|
M
|
|
|
5101
|
7/15/2011
(4)
|
7/15/2021
|
Series 1 Common Stock, $0.001 par value
|
5101
|
$0
|
51174
|
D
|
|
Explanation of Responses:
|
(
1)
|
Reflects the grant of restricted stock units (RSUs) that will entitle Reporting Person to receive one (1) share of Series 1 Common Stock per RSU. The RSUs will vest, and the vested shares will be delivered to Reporting Person, with respect to twenty-five percent (25%) of the units on each of the first four (4) anniversaries of the date of grant and will be settled pursuant to the terms of the Issuer's 2013 Equity Incentive Plan.
|
(
2)
|
Shares sold pursuant to Reporting Person's 10b5-1 Trading Plan.
|
(
3)
|
Price represents the weighted average selling price. Prices range between $10.00 and $10.25. Reporting Person undertakes to provide any security holder of RetailMeNot, Inc. or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range.
|
(
4)
|
Option was immediately exercisable on the date of grant with respect to 48,076 option shares, with an additional 48,076 option shares becoming exercisable on January 1 of each subsequent year until all option shares are exercisable.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
ROGERS PAUL
RETAILMENOT
301 CONGRESS AVENUE, SUITE 700
AUSTIN, TX 78701
|
|
|
Chief Technology Officer
|
|
Signatures
|
Megan Engel for Paul M. Rogers
|
|
2/17/2017
|
**
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 control number.
|
RETAILMENOT, INC. (NASDAQ:SALE)
Historical Stock Chart
From Mar 2024 to Apr 2024
RETAILMENOT, INC. (NASDAQ:SALE)
Historical Stock Chart
From Apr 2023 to Apr 2024