SEC Form 4 · accession 0001209191-16-126290

Telaria, Inc. · TLRA

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Table I — non-derivative securities

Table II — derivative securities

Explanation of responses

• F1The reported shares are represented by restricted stock units which fully vest on the date of the Issuer's 2017 Annual Meeting of Stockholders, subject to such director's continued service on the Board of Directors as of such date and provided that if such meeting date occurs during a regular or special blackout period, the shares underlying the restricted stock unit awards will not be issued until the end of such blackout period.
• F227,881 of the reported shares are represented by restricted stock units which fully vested on June 3, 2016, the date of the Company's 2016 Annual Meeting of Stockholders, which shares will be issued to the reporting person upon expiration of the blackout period to which the reporting person was subject on the date of vesting.
• F3These shares are held directly by the Canaan Fund. Canaan Partners VII LLC ("Canaan VII" and together with the Canaan Fund, the "Canaan Entities") is the sole general partner of the Canaan Fund and each may be deemed to have sole voting, investment and dispositive power with respect to the shares held by the Canaan Fund. Warren Lee, a non-managing member of Canaan VII, serves as the representative of the Canaan Entities on the Issuer's board of directors. Mr. Lee disclaims beneficial ownership in the securities held by the Canaan Fund, except to the extent of his pecuniary interest, if any, in such securities by virtue of the limited liability company interests he owns in Canaan VII.