SEC Form 4 · accession 0001437749-18-001851
YuMe Inc · YUME
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Brian J Kelley
Director
Period of report
Feb 2, 2018
Accepted (ET)
Feb 7, 2018 · 8:10 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001415624
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1 | — | Feb 2, 2018 | D | 20,883 | D | — | — | Common Stock | 20,883 | 0 | D |
Explanation of responses
- F1Disposed of upon the closing of the exchange offer initiated by Redwood Merger Sub I, Inc. ("Purchaser") pursuant to the Agreement and Plan of Merger and Reorganization by and among RhythmOne plc, ("RhythmOne"), Purchaser (a wholly owned subsidiary of RhythmOne), Redwood Merger Sub II, Inc., and Issuer, dated as of September 4, 2017 (the "Merger Agreement"), (continued below)
Remarks
1. (continued) whereby each vested restricted stock unit in Issuer common stock ("RSU") was cancelled in exchange for the right to receive the Transaction Consideration, with required tax withholdings satisfied by reducing the number of ordinary shares of RhythmOne otherwise issuable by the least number of shares equal in value to the tax withholding liability. Pursuant to the terms of the Issuer's 2013 Equity Incentive Plan, the Reporting Person's RSU award granted August 2, 2017 became 100% vested immediately prior to the change in control of the Issuer effected by the Merger Agreement transactions.