SEC Form 4 · accession 0001466815-18-000080
CAMBIUM LEARNING GROUP, INC. · ABCD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Carolyn Getridge
Director
Period of report
Dec 18, 2018
Accepted (ET)
Dec 18, 2018 · 11:15 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001466815
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.001 per shareF1 | Dec 18, 2018 | D | 1,439 | $14.50 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (right to buy)F2 | $1.30 | Dec 18, 2018 | D | 100,000 | D | — | Jan 27, 2020 | Common Stock, par value $0.001 per share | 100,000 | 0 | D |
Explanation of responses
- F1Disposed of pursuant to the Agreement and Plan of Merger, by and among Cambium Holding Corp. (formerly Campus Holding Corp.), Campus Merger Sub, Inc. and Cambium Learning Group, Inc. (the "Issuer"), dated October 12, 2018 (the "Merger Agreement"), whereby each outstanding share of the Issuer's common stock was cancelled at the effective time (the "Effective Time") of the merger and converted into the right to receive a cash payment of $14.50 per share.
- F2Disposed of pursuant to the Merger Agreement, whereby such options were cancelled at the Effective Time and converted into the right to receive a total amount in cash, equal to the product of (x) excess of $14.50 over the exercise price per share of each stock option and (y) the number of shares underlying such stock option.