Statement of Changes in Beneficial Ownership (4)
March 20 2019 - 04:36PM
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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Smith Craig M.
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2. Issuer Name
and
Ticker or Trading Symbol
ANGI Homeservices Inc.
[
ANGI
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
President & COO
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(Last)
(First)
(Middle)
C/O ANGI HOMESERVICES INC., 14023 DENVER WEST PARKWAY, BUILDING 64
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/18/2019
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(Street)
GOLDEN, CO 80401
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock, par value $0.001
(1)
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3/18/2019
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M
(1)
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8600
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A
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$2.66
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8600
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D
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Class A Common Stock, par value $0.001
(2)
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3/18/2019
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D
(2)
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1444
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D
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$15.86
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7156
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D
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Class A Common Stock, par value $0.001
(3)
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3/18/2019
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F
(3)
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3147
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D
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$15.86
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4009
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D
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Class A Common Stock, par value $0.001
(4)
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3/18/2019
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S
(4)
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4009
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D
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$15.85
(5)
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0
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Apprecation Rights
(6)
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$2.66
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3/18/2019
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M
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8600
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9/29/2017
(6)
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2/10/2026
(6)
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Class A Common Stock, par value $0.001
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8600
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$0
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666534
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D
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Explanation of Responses:
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(1)
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Represents shares of Class A Common Stock acquired/deemed to be acquired in connection with the exercise of stock appreciation rights (see footnote 6 below).
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(2)
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Represents shares of Class A Common Stock deemed to be simultaneously sold back to ANGI Homeservices in connection with the exercise of stock appreciation rights (see footnote 6 below).
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(3)
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Represent shares withheld to cover taxes due in connection with exercise of stock appreciation rights (see footnote 6 below).
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(4)
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Reflects the sale of shares of Class A Common Stock effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person in December 2018 (the "Plan"). The Plan covers shares of Class A Common Stock to be acquired upon the exercise of 412,816 stock appreciation rights during the period commencing on January 22, 2019 and ending on January 15, 2020.
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(5)
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The price reflects the weighted average of sales made at prices ranging from $16.85 to $15.86. The reporting person agrees to provide upon request by the Staff of the Securities and Exchange Commission, ANGI Homeservices or any security holder of ANGI Homeservices, information regarding the number of shares sold at each separate price.
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(6)
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Represents 341,357 vested stock appreciation rights and 325,177 unvested stock appreciation rights that vest in one final installment on February 11, 2020, subject to continued service.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Smith Craig M.
C/O ANGI HOMESERVICES INC.
14023 DENVER WEST PARKWAY, BUILDING 64
GOLDEN, CO 80401
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X
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President & COO
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Signatures
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Tanya M. Stanich as Attorney-in-Fact for Craig M. Smith
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3/20/2019
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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