SEC Form 4 · accession 0001429619-18-000005
WALKER INNOVATION INC. · WLKR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kara B Jenny
Officer — Chief Financial Officer
Period of report
Sep 6, 2018
Accepted (ET)
Sep 7, 2018 · 11:16 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001294649
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 | $0.39 | Sep 6, 2018 | A | 250,000 | A | — | Sep 8, 2027 | Common Stock | 250,000 | 250,000 | D |
| Stock Option (Right to Buy)F1 | $0.39 | Sep 7, 2018 | D | 250,000 | D | — | Sep 8, 2027 | Common Stock | 250,000 | 0 | D |
| Stock Option (Right to Buy)F2 | $0.36 | Sep 7, 2018 | D | 400,000 | D | — | Mar 17, 2026 | Common Stock | 400,000 | 0 | D |
| Stock Option (Right to Buy)F3 | $0.43 | Sep 7, 2018 | D | 300,000 | D | — | Feb 7, 2024 | Common Stock | 300,000 | 0 | D |
Explanation of responses
- F1Stock option granted on September 8, 2017 pursuant to Walker Innovation Inc. (formerly known as Patent Properties, Inc.) 2015 Long-term Incentive Plan in respect of 83,333 shares exercisable from and after September 8, 2018; 83,333 shares exercisable from and after September 8, 2019; and 83,334 shares exercisable from and after September 8, 2020. In connection with the Plan of Complete Liquidation and Dissolution of the Company, on September 6, 2018 (the day immediately prior to the filing of the Company's Certificate of Dissolution with the State of Delaware), unvested options under this grant were vested in full and, on a date to be determined by the Company's Board of Directors, will be settled in cash in an amount equal to the difference between the exercise price and the aggregate liquidating distributions paid to the Company's stockholders in accordance with the Plan of Complete Liquidation and Dissolution.
- F2Stock option granted on March 17, 2016 pursuant to Walker Innovation Inc. (formerly known as Patent Properties, Inc.) 2015 Long-term Incentive Plan in respect of 100,000 shares exercisable from and after April 3, 2016 and 37,500 shares exercisable from and after each of May 3, June 3, July 3, August 3, September 3, October 3, November 3, and December 3, 2016. In connection with the Plan of Complete Liquidation and Dissolution of the Company, on a date to be determined by the Company's Board of Directors, options under this grant will be settled in cash in an amount equal to the difference between the exercise price and the aggregate liquidating distributions paid to the Company's stockholders in accordance with the Plan of Complete Liquidation and Dissolution.
- F3Stock options granted pursuant to Amended and Restated 2006 Long-term Incentive plan in respect of 100,000 Shares exercisable from and after May 27, 2015; 100,000 Shares exercisable from and after May 27, 2016; and 100,000 Shares exercisable from and after May 27, 2017.. In connection with the Plan of Complete Liquidation and Dissolution of the Company, on a date to be determined by the Company's Board of Directors, options under this grant will be settled in cash in an amount equal to the difference between the exercise price and the aggregate liquidating distributions paid to the Company's stockholders in accordance with the Plan of Complete Liquidation and Dissolution.