SEC Form 4 · accession 0000899243-15-000119
AUDIENCE INC · ADNC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mohan S Gyani
Director
Period of report
Jul 1, 2015
Accepted (ET)
Jul 2, 2015 · 4:05 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001201663
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 1, 2015 | U | 4,613 | $2.51 | 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 | $5.10 | Jul 1, 2015 | D | 44,625 | D | Mar 10, 2011 | Mar 3, 2021 | Common Stock | 44,625 | 0 | D |
| Stock Option (Right to Buy)F2 | $13.80 | Jul 1, 2015 | D | 8,080 | D | Jun 6, 2014 | Aug 26, 2024 | Common Stock | 8,080 | 0 | D |
| Stock Option (Right to Buy)F2 | $10.08 | Jul 1, 2015 | D | 10,650 | D | Jun 6, 2013 | Aug 16, 2023 | Common Stock | 10,650 | 0 | D |
| Stock Option (Right to Buy)F2 | $8.67 | Jul 1, 2015 | D | 15,054 | D | Jun 6, 2014 | Aug 26, 2024 | Common Stock | 15,054 | 0 | D |
Explanation of responses
- F1In connection with the completion of an exchange offer launched by Orange Subsidiary, Inc., a wholly owned subsidiary of Knowles Corporation ("Knowles") (the "Offer"), the Reporting Person received $11,578.63 and 609 shares of Knowles common stock. Such amounts were determined pursuant to the offer consideration described in the Offer Statement on Schedule TO filed with the SEC by Knowles and Orange Subsidiary, Inc. on May 19, 2015, as amended.
- F2Pursuant to the terms of a merger agreement dated April 29, 2015 between the Issuer, Knowles and Orange Subsidiary, Inc. (the "Merger Agreement"), this option was not assumed by Knowles and was cancelled for no consideration.