SEC Form 4 · accession 0001209191-18-001020
HSN, Inc. · HSNI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Courtnee A Chun
Director
Period of report
Dec 29, 2017
Accepted (ET)
Jan 3, 2018 · 5:01 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001434729
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred Stock UnitsF1,F2 | — | Dec 29, 2017 | D | 12,176 | D | — | — | Common Stock, par value $0.01 per share | 12,176 | 0 | D |
Explanation of responses
- F1Each Deferred Stock Unit ("DSU") is the economic equivalent of one share of HSN, Inc. common stock. Per the terms of the Agreement and Plan of Merger, dated as of July 5, 2017, by and among HSN, Inc., a Delaware corporation, Liberty Interactive Corporation, a Delaware corporation, and Liberty Horizon, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Liberty Interactive (the "Merger Agreement"), each DSU was converted into 1.65 shares of Liberty Interactive Series A QVC Group common stock.
- F2Upon the occurrence of the later of (i) the effective time of the Merger Agreement and (ii) the individual's separation from service, each unvested DSU became fully vested.