SEC Form 4 · accession 0001144204-15-022074
Adaptive Medias, Inc. · ADTM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Norman Brodeur
Director · 10% Owner
Period of report
Mar 30, 2015
Accepted (ET)
Apr 9, 2015 · 5:01 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001428397
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 30, 2015 | A | 48,000 | $0.00 | A | 48,000 | D | |
| Common StockF3 | holding | — | — | — | 4,528,223 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF4 | $2.25 | Mar 30, 2015 | A | 24,000 | A | — | Mar 30, 2025 | Common Stock | 24,000 | 24,000 | D |
Explanation of responses
- F1Shares of common stock of the Issuer were granted to the Reporting Person in exchange for his services on the Board of Directors of the Issuer. The value of the shares on the date of grant was $97,440 based on a share price of $2.03 as of March 30, 2015.
- F2Shares are subject to forfeiture by the Issuer. Such right of forfeiture shall terminate with respect to one-fourth of the shares on each of the three-month, six-month, nine-month, and one year anniversary of the date of issuance.
- F3The Reporting Person is the principal executive officer of each of OneScreen Partners, Inc., OneScreen Partners B, Inc., OneScreen, Inc., VSIP, Inc., Vidshadow Partners, Inc., and WNA Technologies, Inc., all of which are direct holders of an aggregate of 4,528,223 shares of common stock. The Reporting Person has voting and investment power and may be deemed to be an indirect beneficial owner of the reported securities. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- F4The reporting person is a participant in the Company's 2010 Stock Incentive Plan, as amended, and received an option to purchase 24,000 shares of common stock on March 30, 2015.The stock option shall vest as follows: one-half of the option shares shall vest on the six month anniversary of the date of grant, and the remaining shares shall vest monthly in equal installments over the subsequent twelve months.