SEC Form 4 · accession 0001328319-17-000019

· LIOX

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Director, CEO, President · Director

Period of report

Feb 28, 2017

Accepted (ET)

Mar 2, 2017 · 3:24 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001058299

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
common stock^F1	Feb 28, 2017	F	437,333	$5.75	D	4,092,933	D
common stock^F2	Feb 28, 2017	D	4,092,933	$5.75	D	0	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
stock option (right to buy)^F3	$3.91	Feb 28, 2017	D	80,000	D	—	Jan 28, 2018	common stock	80,000	D
stock option (right to buy)^F3	$2.73	Feb 28, 2017	D	80,000	D	—	Feb 2, 2022	common stock	80,000	D
stock option (right to buy)^F3	$4.00	Feb 28, 2017	D	60,000	D	—	Jan 4, 2023	common stock	60,000	D
stock option (right to buy)^F3	$5.45	Feb 28, 2017	D	30,000	D	—	Jan 13, 2024	common stock	30,000	D
stock option (right to buy)^F3	$5.05	Feb 28, 2017	D	30,000	D	—	Feb 4, 2025	common stock	30,000	D

F1Remittance of shares to cover tax obligation due to acceleration under the Agreement and Plan of Merger of previously reported restricted common stock and long-term incentive performance restricted common stock.
F2Disposed of pursuant to the Agreement and Plan of Merger, dated as of December 12, 2016, by and among Lionbridge Technologies, Inc. ("Lionbridge") and entities affiliated with H.I.G. Capital, LLC (the "Merger Agreement"). The Merger Agreement provides that each share of Lionbridge common stock and each outstanding restricted stock unit shall be converted into the right to receive $5.75 in cash, without interest (the "Merger").
F3Immediately prior to the effective time of the Merger, each Lionbridge option, whether or not vested and exercisable, outstanding and unexercised immediately prior to the effective time was converted into the right to receive an amount in cash (less applicable tax withholdings) equal to the product of (a) the excess of $5.75 over the per share exercise price of such stock option and (b) the total number of shares of common stock subject to such stock option.