SEC Form 4 · accession 0001127602-15-030454
Happen, Inc. · HAPN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Carrie Dolan
Officer — Chief Financial Officer
Period of report
Nov 3, 2015
Accepted (ET)
Nov 5, 2015 · 5:26 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001409970
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 3, 2015 | M | 6,975 | $0.695 | A | 15,063 | D | |
| Common StockF2 | Nov 3, 2015 | S | 6,975 | $15.00 | D | 8,088 | D | |
| Common Stock | Nov 3, 2015 | M | 5,940 | $0.1025 | A | 14,028 | D | |
| Common StockF2 | Nov 3, 2015 | S | 5,940 | $15.00 | D | 8,088 | D | |
| Common StockF3 | Nov 3, 2015 | S | 18,328 | $15.00 | D | 1,750,308 | I | By Paul L. Dolan And Carrie L. Dolan, Trustees Of Dolan Family Trust U/a Dtd 1/27/2003 |
| Common StockF4 | holding | — | — | — | 220,000 | I | By Carrie Dolan, As Trust Advisor Of Dolan Family 2014 Irrevocable Gst Exempt Trust |
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)F5 | $0.695 | Nov 3, 2015 | M | 6,975 | D | — | Oct 16, 2022 | Common Stock | 6,975 | 563,177 | D |
| Stock Option (right to buy)F6 | $0.1025 | Nov 3, 2015 | M | 5,940 | D | — | Feb 23, 2021 | Common Stock | 5,940 | 165,538 | D |
Explanation of responses
- F1Includes 588 shares acquired on June 10, 2015 under the LendingClub Corporation 2014 Employee Stock Purchase Plan.
- F2This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 13, 2015
- F3Shares held of record by Paul L. Dolan and Carrie L. Dolan, Trustees of Dolan Family Trust U/A DTD 1/27/2003.
- F4Shares held of record by Carrie Dolan, as Trust Advisor of Dolan Family 2014 Irrevocable GST Exempt Trust.
- F5The option vested as to 6.25% of the total shares on January 1, 2013, with an additional 6.25% of the total shares vesting quarterly thereafter, subject to continued service through each vesting date.
- F6The option vested as to 25% of the total shares on August 16, 2011, with an additional 6.25% of the total shares vesting quarterly thereafter, subject to continued service through each vesting date.