SEC Form 4 · accession 0001209191-16-134364
SCIQUEST INC · SQI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Timothy Buckley
Director
Period of report
Jul 28, 2016
Accepted (ET)
Jul 29, 2016 · 9:28 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001082526
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 28, 2016 | D | 5,499 | $17.75 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F2 | $8.18 | Jul 28, 2016 | D | 22,500 | D | — | Apr 20, 2020 | Common Stock | 22,500 | 0 | D |
| Stock Option (Right to Buy)F3 | $15.61 | Jul 28, 2016 | D | 13,750 | D | — | Jun 2, 2021 | Common Stock | 13,750 | 0 | D |
| Restricted Stock UnitF5,F4 | — | Jul 28, 2016 | D | 2,330 | D | — | — | Common Stock | 2,330 | 0 | D |
| Restricted Stock UnitF6,F4 | — | Jul 28, 2016 | D | 3,010 | D | — | — | Common Stock | 3,010 | 0 | D |
| Restricted Stock UnitF6,F4,F7 | — | Jul 28, 2016 | D | 4,170 | D | — | — | Common Stock | 4,170 | 0 | D |
| Restricted Stock UnitF8,F4 | — | Jul 28, 2016 | D | 3,169 | D | — | — | Common Stock | 3,169 | 0 | D |
| Restricted Stock UnitF9,F4 | — | Jul 28, 2016 | D | 8,481 | D | — | — | Common Stock | 8,481 | 0 | D |
Explanation of responses
- F1Disposed of pursuant to the Merger Agreement.
- F2This option was granted on April 20, 2010 with respect to 22,500 shares of the Issuer's common stock, with the shares vesting in 48 equal monthly installments, becoming fully exercisable as of March 25, 2014. Pursuant to the Merger Agreement, this option was cancelled in exchange for a cash payment of $215,325, which represents the product of (i) the aggregate number of shares of common stock subject to such vested portion of the option (22,500 shares) and (ii) the excess of the merger consideration of $17.75 per share over the exercise price of the option per share, with such cash payment subject to any required withholding of taxes.
- F3This option was granted on June 2, 2011 with respect to 13,750 shares of the Issuer's common stock, with the shares becoming fully exercisable as of June 2, 2012. Pursuant to the Merger Agreement, this option was cancelled in exchange for a cash payment of $29,425, which represents the product of (i) the aggregate number of shares of common stock subject to such vested portion of the option (13,750 shares) and (ii) the excess of the merger consideration of $17.75 per share over the exercise price of the option per share, with such cash payment subject to any required withholding of taxes.
- F4The restricted stock units convert into the right to receive an amount in cash equal to the product of (i) the total number of shares subject to such restricted stock unit and (ii) the per share merger consideration, less applicable taxes required to be withheld with respect to such payment.
- F5On April 25, 2012, the reporting person was granted 4,660 restricted stock units, vesting on April 25, 2013. Once vested, (i) 50% of the shares of common stock subject to this restricted stock unit were immediately issued and (ii) 50% of the shares subject to this restricted stock unit were to be issued upon the termination of the reporting person's service on the Board of Directors. Pursuant to the Merger Agreement, the remaining restricted stock units were cancelled in exchange for a cash payment of $41,357.50, which represents the product of (i) the aggregate number of remaining shares of common stock subject to such restricted stock units (2,330 shares) and (ii) the merger consideration of $17.75 per share, with such cash payment subject to any required withholding of taxes.
- F6On April 24, 2013, the reporting person was granted 3,010 restricted stock units, vesting on April 24, 2014. Once vested the shares subject to this restricted stock unit were to be issued upon the termination of the reporting person's service on the Board of Directors. Pursuant to the Merger Agreement, the restricted stock units were cancelled in exchange for a cash payment of $53,427.50, which represents the product of (i) the aggregate number of shares of common stock subject to such restricted stock units (3,010 shares) and (ii) the merger consideration of $17.75 per share, with such cash payment subject to any required withholding of taxes.
- F7On April 30, 2014, the reporting person was granted 4,170 restricted stock units, vesting on April 30, 2015. Once vested the shares subject to this restricted stock unit were to be issued upon the termination of the reporting person's service on the Board of Directors. Pursuant to the Merger Agreement, the restricted stock units were cancelled in exchange for a cash payment of $74,017.50, which represents the product of (i) the aggregate number of shares of common stock subject to such restricted stock units (4,170 shares) and (ii) the merger consideration of $17.75 per share, with such cash payment subject to any required withholding of taxes.
- F8On April 29, 2015, the reporting person was granted 6,338 restricted stock units, vesting on April 29, 2016. Once vested, (i) 50% of the shares of common stock subject to this restricted stock unit were immediately issued and (ii) 50% of the shares subject to this restricted stock unit were to be issued upon the termination of the reporting person's service on the Board of Directors. Pursuant to the Merger Agreement, the remaining restricted stock units were cancelled in exchange for a cash payment of $56,249.75, which represents the product of (i) the aggregate number of remaining shares of common stock subject to such restricted stock units (3,169 shares) and (ii) the merger consideration of $17.75 per share, with such cash payment subject to any required withholding of taxes.
- F9On April 27, 2016, the reporting person was granted 8,481 restricted stock units, vesting on April 27, 2017. As the restricted stock units were not vested on July 28, 2016, the time of the Merger, the restricted stock units have been cancelled and forfeited for no consideration pursuant to the Merger Agreement.
Remarks
On July 28, 2016, the Issuer became a wholly owned subsidiary of SciQuest Parent, LLC (f/k/a AKKR Green Parent, LLC) pursuant to the merger (the "Merger") effected in connection with that certain Agreement and Plan of Merger, dated May 30, 2016, by and among the Issuer, SciQuest Parent, LLC and AKKR Green Merger Sub, Inc. (the "Merger Agreement").