SEC Form 4 · accession 0001127602-15-021415
AOL Inc. · AOL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Alberto Ibarguen
Director
Period of report
Jun 23, 2015
Accepted (ET)
Jun 25, 2015 · 7:52 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001468516
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, Par Value $0.01 | Jun 23, 2015 | D | 28,064 | $50.00 | D | 4,500 | D | |
| Common Stock, Par Value $0.01 | Jun 23, 2015 | D | 4,500 | $50.00 | D | 0 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On May 12, 2015, AOL Inc. (the "Company") entered into an Agreement and Plan of Merger (the "Merger Agreement") with Verizon Communications Inc. ("Verizon") and Hanks Acquisition Sub, Inc. ("Acquisition Sub"), a wholly owned subsidiary of Verizon, pursuant to which Verizon acquired the Company in a merger (the "Merger") that became effective on June 23, 2015. Pursuant to the Merger Agreement, all shares of Company common stock outstanding immediately prior to the effective time of the Merger (the "Effective Time"), were canceled and converted automatically into the right to receive a cash payment equal to $50.00. The number represents shares of Company common stock issued upon the settlement of restricted stock units.
- F2The number represents shares of Company common stock that were purchased on the open market and disposed of in the Offer and/or the Merger. Pursuant to the Merger Agreement, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time was cancelled and automatically converted into the right to receive a cash payment of $50.00 in cash.