- Statement of Changes in Beneficial Ownership (4)
February 03 2012 - 5:26PM
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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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Hanna Joshua John Inghram
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2. Issuer Name
and
Ticker or Trading Symbol
Ancestry.com Inc.
[
ACOM
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
EVP & General Manager
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(Last)
(First)
(Middle)
360 WEST 4800 NORTH
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3. Date of Earliest Transaction
(MM/DD/YYYY)
2/1/2012
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(Street)
PROVO, UT 84604
(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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Common Stock, par value $.001
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2/1/2012
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M
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5000
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A
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$7.36
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5000
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D
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Common Stock, par value $.001
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2/1/2012
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M
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5000
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A
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$20.91
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10000
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D
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Common Stock, par value $.001
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2/1/2012
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S
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5000
(1)
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D
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$29.2
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5000
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D
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Common Stock, par value $.001
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2/1/2012
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S
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5000
(1)
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D
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$29.3182
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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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Common Stock Option (right to buy)
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$7.36
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2/1/2012
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M
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5000
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(2)
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5/27/2019
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Common Stock, $0.001 par value
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5000
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$
0
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20000
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D
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Common Stock Option (right to buy)
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$20.91
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2/1/2012
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M
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5000
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(3)
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8/2/2020
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Common Stock, $0.001 par value
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5000
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$
0
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160000
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D
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Common Stock Option (right to buy)
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$5.4
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(4)
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3/27/2018
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Common Stock, $0.001 par value
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83202
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83202
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D
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Restricted Stock Units
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$
0
(5)
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(5)
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(5)
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Common Stock, $0.001 par value
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60000
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60000
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D
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Explanation of Responses:
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(
1)
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The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 sales plan adopted by Mr. Hanna on September 12, 2011.
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(
2)
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Option granted on May 27, 2009. The option, originally representing a right to purchase 25,000 shares, vests over four years with 1/4 of the total number of shares subject to the option having vested on May 27, 2010 and 1/48 of the total number of shares subject to the option vesting monthly thereafter.
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(
3)
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Option granted on August 2, 2010. The option, originally representing a right to purchase 165,000 shares, vests over four years with 1/4 of the total number of shares subject to the option having vested on August 2, 2011 and 1/48 of the total number of shares subject to the option vesting monthly thereafter.
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(
4)
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Option granted on March 27, 2008. The option, originally representing a right to purchase 250,000 shares, vests over four years with 1/4 of the total number of shares subject to the option having vested on January 1, 2009 and 1/48 of the total number of shares subject to the option vesting monthly thereafter.
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(
5)
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Restricted stock units granted on August 2, 2010. The restricted stock units vest 50% on September 1, 2012 and 25% on each September 1 of the two years thereafter. Upon vesting, the reporting person will receive a number of shares of common stock equal to the number of restricted stock units that have vested.
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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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Hanna Joshua John Inghram
360 WEST 4800 NORTH
PROVO, UT 84604
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EVP & General Manager
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Signatures
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/s/ Howard Hochhauser, Attorney-in-Fact for Joshua Hanna
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2/3/2012
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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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