SEC Form 4 · accession 0001094891-15-000055
KITARA MEDIA CORP. · KITM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Limor Regular
Officer — Chief Operating Officer
Period of report
Jan 28, 2015
Accepted (ET)
Jan 30, 2015 · 3:12 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001350773
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 Options (right to buy)F2,F1 | $0.20 | Jan 28, 2015 | D | 500,000 | D | — | Jul 1, 2018 | Common Stock | 500,000 | 0 | D |
Explanation of responses
- F1The stock options vest quarterly over a four-year period.
- F2On October 10, 2014, Kitara Holdco Corp. ("Holdco"), Kitara Media Corp. (the "Issuer") and Kitara Merger Sub, Inc. ("Merger Sub"), a wholly-owned subsidiary of Holdco, entered into an Agreement and Plan of Reorganization (the "Merger Agreement"), pursuant to which, and subject to the terms and conditions thereof, on January 28, 2015 (the "Closing Date") Merger Sub merged with and into the Issuer, with the Issuer surviving the merger as a wholly-owned subsidiary of Holdco. On the Closing Date, pursuant to the Merger Agreement, and subject to the terms and conditions thereof, at the effective time of the merger, the stock options were assumed by Holdco in the Merger.