SEC Form 4 · accession 0001209191-16-154487
LINKEDIN CORP · LNKD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Aug 17, 2016
Accepted (ET)
Dec 9, 2016 · 5:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001271024
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Aug 17, 2016 | C | 900,000 | — | A | 900,000 | I | See footnote |
| Class A Common StockF2 | Aug 17, 2016 | G | 900,000 | $0.00 | D | 0 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF2,F1 | — | Aug 17, 2016 | C | 900,000 | D | — | — | Common Stock | 900,000 | 13,589,899 | I |
| Class B Common StockF4,F2,F3 | — | Dec 8, 2016 | D | 13,589,899 | D | — | — | Common Stock | 13,589,899 | 0 | I |
Explanation of responses
- F1900,000 shares of Class B Common Stock were converted into 900,000 shares of Class A Common Stock at the election of the Reporting Person and had no expiration date.
- F2Shares held directly by the Reid Hoffman and Michelle Yee Living Trust dated October 27, 2009 for which Mr. Hoffman and his spouse serve as trustees (the "Living Trust"). Mr. Hoffman retains sole voting and dispositive power with respect to the shares held by the Living Trust.
- F3The shares of Class B Common Stock were cancelled pursuant to the Agreement and Plan of Merger, dated June 11, 2016, between the Issuer, Microsoft Corporation and Liberty Merger Sub Inc. (the "Merger Agreement") in exchange for a cash payment of $196 per share (the "Merger Consideration") and had no expiration date.
- F4Disposed of pursuant to the Merger Agreement, in exchange for the Merger Consideration.