SEC Form 4 · accession 0001477200-16-000216
Rocket Fuel Inc. · FUEL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
JoAnn Covington
Officer — SVP, General Counsel, CPO
Period of report
Jun 10, 2016
Accepted (ET)
Jun 20, 2016 · 11:00 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001477200
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F2,F1 | $11.21 | Jun 10, 2016 | D | 5,000 | D | — | Mar 7, 2023 | Common Stock | 5,000 | 0 | D |
| Employee Stock Option (right to buy)F4,F3 | $51.16 | Jun 10, 2016 | D | 8,000 | D | — | Feb 6, 2024 | Common Stock | 8,000 | 0 | D |
| Employee Stock Option (right to buy)F6,F5 | $16.60 | Jun 10, 2016 | D | 12,500 | D | — | Aug 28, 2024 | Common Stock | 12,500 | 0 | D |
| Employee Stock Option (right to buy)F8,F7 | $9.68 | Jun 10, 2016 | D | 10,000 | D | — | Mar 25, 2025 | Common Stock | 10,000 | 0 | D |
| Employee Stock Option (right to buy)F10,F9 | $2.23 | Jun 13, 2016 | A | 10,819 | A | — | Jun 13, 2023 | Common Stock | 10,819 | 10,819 | D |
Explanation of responses
- F1This option provided for one-fourth of the shares subject to the option to vest and become exercisable on March 1, 2014 and one forty-eighth of the shares to vest and become exercisable monthly thereafter.
- F10On June 10, 2016, the Issuer canceled, pursuant to the Issuer's option exchange program, four options totaling 35,500 shares with a weighted average exercise price of $21.68 per share. In exchange, the reporting person received four replacement options, for a total of 10,819 shares, having an exercise price of $2.23 per share.
- F2On June 10, 2016, the Issuer canceled, pursuant to the Issuer's option exchange program, an option for 5,000 shares of Rocket Fuel common stock granted to the reporting person on March 7, 2013. In exchange, the reporting person received a replacement option, for 1,250 shares, having an exercise price of $2.23 per share.
- F3This option provided for one-fourth of the shares subject to the option to vest and become exercisable on February 6, 2015 and one forty-eighth of the shares to vest and become exercisable monthly thereafter.
- F4On June 10, 2016, the Issuer canceled, pursuant to the Issuer's option exchange program, an option for 8,000 shares of Rocket Fuel common stock granted to the reporting person on February 6, 2014. In exchange, the reporting person received a replacement option, for 2,000 shares, having an exercise price of $2.23 per share.
- F5This option provided for one-fourth of the shares subject to the option to vest and become exercisable on August 8, 2015 and one forty-eighth of the shares to vest and become exercisable monthly thereafter.
- F6On June 10, 2016, the Issuer canceled, pursuant to the Issuer's option exchange program, an option for 12,500 shares of Rocket Fuel common stock granted to the reporting person on August 28, 2014. In exchange, the reporting person received a replacement option, for 3,125 shares, having an exercise price of $2.23 per share.
- F7This option provided for one-fourth of the shares subject to the option to vest and become exercisable on March 25, 2016 and one forty-eighth of the shares to vest and become exercisable monthly thereafter.
- F8On June 10, 2016, the Issuer canceled, pursuant to the Issuer's option exchange program, an option for 10,000 shares of Rocket Fuel common stock granted to the reporting person on March 25, 2015. In exchange, the reporting person received a replacement option, for 4,444 shares, having an exercise price of $2.23 per share.
- F9Shares subject to an option that vest and become exercisable in equal monthly installments over three years beginning from June 13, 2016.