SEC Form 4 · accession 0001351285-16-000146
ROSETTA STONE INC · RST
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Nierenberg
Director
Period of report
May 19, 2016
Accepted (ET)
May 20, 2016 · 4:21 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001351285
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)F3,F1,F2 | $7.70 | May 19, 2016 | A | 14,451 | A | — | May 19, 2026 | Common Stock | 14,451 | 14,451 | D |
| Restricted Stock UnitF6,F3,F4,F5 | — | May 19, 2016 | A | 14,286 | A | — | — | Common Stock | 14,286 | 21,837 | D |
Explanation of responses
- F1The exercise price is equal to the closing price of the common stock of the Issuer on the New York Stock Exchange on May 19, 2016, the date of grant.
- F2Options vest at a rate of 1/4 per quarter over one year and become fully vested on May 19, 2017.
- F3The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
- F4Each RSU represents the right to receive one share of common stock of the Issuer.
- F5RSUs vest at a rate of 1/4 per quarter and become fully vested on May 19, 2017. Delivery of shares entitled to the Reporting Person will be made upon the Reporting Person's separation from service to the Board of Directors.
- F6Includes 15,906 shares of RSUs on which forfeiture restrictions have not yet lapsed.