SEC Form 4/A · accession 0001209191-15-056361
SEACHANGE INTERNATIONAL INC · SEAC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Royce E. Wilson
Director
Period of report
Feb 2, 2015
Accepted (ET)
Jun 25, 2015 · 4:59 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001019671
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 2, 2015 | A | 14,045 | $0.00 | A | 14,045 | D | |
| Common StockF2 | Feb 2, 2015 | A | 7,022 | $0.00 | A | 21,067 | D | |
| Common StockF3 | Feb 2, 2015 | A | 83,813 | $0.00 | A | 104,880 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The securities awarded on February 2, 2015 are in the form of restricted stock units (RSUs) issued pursuant to the SeaChange International, Inc. 2011 Compensation and Incentive Plan (the "2011 Plan") that entitle the reporting person to receive one (1) share of common stock per RSU. The RSUs will vest at the rate of 33.33% on each of the first and second anniversary of February 2, 2015 with the balance to be vested on the third anniversary of February 2, 2015. The reporting person has elected to defer issuance of the shares underlying the RSU award until the earlier of the reporting person's departure from the Issuer's board of directors or a change in control of the Issuer.
- F2The securities awarded on February 2, 2015 are in the form of restricted stock units (RSUs) issued pursuant to the SeaChange International, Inc. 2011 Compensation and Incentive Plan (the "2011 Plan") that entitle the reporting person to receive one (1) share of common stock per RSU. The RSUs will vest on February 1, 2016. The reporting person has elected to defer issuance of the shares underlying the RSU award until the earlier of the reporting person's departure from the Issuer's board of directors or a change in control of the Issuer.
- F3The reporting person acquired 83,813 shares of the Issuer Common Stock on February 2, 2015 in exchange for his interest in TLL, LLC as part of the Issuer's acquisition of TLL, LLC under the Agreement and Plan of Merger dated December 22, 2014, which acquisition was exempt under Rule 16b-3 of the Securities and Exchange Act of 1934, as amended.