SEC Form 4 · accession 0001593678-16-000146
Rovi Corp · ROVI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James E Meyer
Director
Period of report
Sep 7, 2016
Accepted (ET)
Sep 8, 2016 · 6:24 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001424454
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Sep 7, 2016 | D | 80,120 | — | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Director Stock Option (right to buy)F2,F3 | $37.99 | Sep 7, 2016 | D | 30,000 | D | — | May 4, 2017 | Common Stock | 30,000 | 0 | D |
| Director Stock Option (right to buy)F2,F4 | $57.63 | Sep 7, 2016 | D | 15,000 | D | — | Jul 1, 2018 | Common Stock | 15,000 | 0 | D |
Explanation of responses
- F1Disposed of pursuant to that certain Agreement and Plan of Merger, dated as of April 28, 2016 (the "Merger Agreement"), by and among the issuer, TiVo Corporation (f/k/a Titan Technologies Corporation), TiVo Inc., Titan Acquisition Sub, Inc., and Nova Acquisition Sub, Inc., and related statutory merger agreement between Nova Acquisition Sub, Inc. and issuer (the "Rovi Merger Agreement"), in a one-for-one exchange of TiVo Corporation common stock.
- F2Option was assumed by TiVo Corporation pursuant to the Merger Agreement and the Rovi Merger Agreement and was converted into an option to purchase an equivalent number of shares of TiVo Corporation common stock at an equivalent exercise price and under the same terms and conditions as the original option.
- F3Granted May 4, 2010. Fully vested May 4, 2011.
- F4Granted July 1, 2011. Fully vested July 1, 2012.