SEC Form 4 · accession 0001144204-16-093125

LEAPFROG ENTERPRISES INC · LF

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

Reporting owner

Officer — Senior Vice President, Sales

Period of report

Apr 4, 2016

Accepted (ET)

Apr 6, 2016 · 9:26 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001138951

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Class A Common Stock	Apr 4, 2016	U	34,589	$1.00	D	0	D
Class A Common Stock^F1,F2	Apr 4, 2016	M	40,000	—	A	40,000	D
Class A Common Stock^F3	Apr 4, 2016	U	40,000	$1.00	D	0	D
Class A Common Stock^F1,F2	Apr 4, 2016	M	33,938	—	A	33,938	D
Class A Common Stock^F3	Apr 4, 2016	U	33,938	$1.00	D	0	D
Class A Common Stock^F1,F2	Apr 4, 2016	M	65,500	—	A	65,500	D
Class A Common Stock^F3	Apr 4, 2016	U	65,500	$1.00	D	0	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Restricted Stock Unit (right to acquire)^F2,F4	—	Apr 4, 2016	M	40,000	D	—	Jun 17, 2017	Class A Common Stock	40,000	D
Restricted Stock Unit (right to acquire)^F2,F5	—	Apr 4, 2016	M	33,938	D	—	Apr 15, 2018	Class A Common Stock	33,938	D
Restricted Stock Unit (right to acquire)^F2,F6	—	Apr 4, 2016	M	65,500	D	—	Apr 15, 2019	Class A Common Stock	65,500	D

F1All Restricted Stock Units vested in accordance with Agreement and Plan of Merger among LeapFrog Enterprises, Inc., VTech Acquisition Sub, L.L.C. and VTech Holdings Limited dated February 5, 2016 (the "Merger Agreement").
F2Restricted Stock Units convert in Class A Common Stock on a one-for-one basis.
F3All vested Restricted Stock Units converted into right to receive $1.00 per underlying share pursuant to Merger Agreement.
F4Granted 6/17/2013 under Issuer's 2011 Equity and Incentive Plan. Restricted Stock Units vested 25% annually on the 1st, 2nd, 3rd, and 4th anniversary of the date of grant, exercisability accelerated under terms of grant upon occurrence of a triggering issuance event.
F5Granted 4/15/2014 under Issuer's 2011 Equity and Incentive Plan. Restricted Stock Units vested 25% annually on the 1st, 2nd, 3rd, and 4th anniversary of the date of grant, exercisability accelerated under terms of grant upon occurrence of a triggering issuance event.
F6Granted 4/15/2015 under Issuer's 2011 Equity and Incentive Plan. Restricted Stock Units vested 25% annually on the 1st, 2nd, 3rd, and 4th anniversary of the date of grant, exercisability accelerated under terms of grant upon occurrence of a triggering issuance event.