SEC Form 4 · accession 0000899243-15-007298
ENVIVIO INC · ENVI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Anne M. Lynch
Officer — VP, Human Resources
Period of report
Oct 27, 2015
Accepted (ET)
Oct 29, 2015 · 8:17 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001174266
Table I — non-derivative securities
No Table I lines on this filing.
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)F1 | $0.30 | Oct 27, 2015 | D | 45,053 | D | — | Dec 7, 2020 | Common Stock | 45,053 | 0 | D |
| Stock Option (right to buy)F2 | $2.15 | Oct 27, 2015 | D | 50,000 | D | — | Oct 9, 2022 | Common Stock | 50,000 | 0 | D |
| Stock Option (right to buy)F3 | $3.30 | Oct 27, 2015 | D | 24,300 | D | — | Sep 11, 2023 | Common Stock | 24,300 | 0 | D |
| Stock Option (right to buy)F4 | $3.25 | Oct 27, 2015 | D | 24,299 | D | — | Mar 25, 2024 | Common Stock | 24,299 | 0 | D |
| Stock Option (right to buy)F5 | $2.00 | Oct 27, 2015 | D | 80,000 | D | — | Sep 10, 2024 | Common Stock | 80,000 | 0 | D |
| Stock Option (right to buy)F6 | $1.83 | Oct 27, 2015 | D | 90,000 | D | — | Aug 10, 2025 | Common Stock | 90,000 | 0 | D |
Explanation of responses
- F1Pursuant to an Agreement and Plan of Merger dated September 10, 2015 by and among Ericsson Inc., Cindy Acquisition Corp. and Envivio, Inc. (the "Merger Agreement"), this fully vested option was converted at the effective time of the merger into a right to receive a cash payment representing the difference between the exercise price of this option and $4.10 per share.
- F2Pursuant to the Merger Agreement, this option was converted at the effective time of the merger into a right to receive: (a) a cash payment representing the difference between the exercise price of this option and $4.10 per share, payable in a lump sum as soon as reasonably practicalable following the effective time of the merger for the vested portion of the option representing 40,625 shares and (b) a cash payment representing the difference between the exercise price of this option and $4.10 per share payable in periodic payments no less frequently than on a semi-annual basis following the vesting of the unvested portion of the option as if such option continued to vest following the effective time of the merger, representing 9,375 shares.
- F3Pursuant to the Merger Agreement, this option was converted at the effective time of the merger into a right to receive: (a) a cash payment representing the difference between the exercise price of this option and $4.10 per share, payable in a lump sum as soon as reasonably practicalable following the effective time of the merger for the vested portion of the option representing 15,567 shares and (b) a cash payment representing the difference between the exercise price of this option and $4.10 per share payable in periodic payments no less frequently than on a semi-annual basis following the vesting of the unvested portion of the option as if such option continued to vest following the effective time of the merger, representing 8,733 shares.
- F4Pursuant to the Merger Agreement, this option was converted at the effective time of the merger into a right to receive: (a) a cash payment representing the difference between the exercise price of this option and $4.10 per share, payable in a lump sum as soon as reasonably practicalable following the effective time of the merger for the vested portion of the option representing 13,287 shares and (b) a cash payment representing the difference between the exercise price of this option and $4.10 per share payable in periodic payments no less frequently than on a semi-annual basis following the vesting of the unvested portion of the option as if such option continued to vest following the effective time of the merger, representing 11,012 shares.
- F5Pursuant to the Merger Agreement, this option was converted at the effective time of the merger into a right to receive: (a) a cash payment representing the difference between the exercise price of this option and $4.10 per share, payable in a lump sum as soon as reasonably practicalable following the effective time of the merger for the vested portion of the option representing 36,250 shares and (b) a cash payment representing the difference between the exercise price of this option and $4.10 per share payable in periodic payments no less frequently than on a semi-annual basis following the vesting of the unvested portion of the option as if such option continued to vest following the effective time of the merger, representing 43,750 shares.
- F6Pursuant to the Merger Agreement, this option was converted at the effective time of the merger into a right to receive: (a) a cash payment representing the difference between the exercise price of this option and $4.10 per share, payable in a lump sum as soon as reasonably practicalable following the effective time of the merger for the vested portion of the option representing 22,500 shares and (b) a cash payment representing the difference between the exercise price of this option and $4.10 per share payable in periodic payments no less frequently than on a semi-annual basis following the vesting of the unvested portion of the option as if such option continued to vest following the effective time of the merger, representing 67,500 shares.