SEC Form 4 · accession 0001593678-17-000010
TiVo Corp · TIVO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Tom Carson
Officer — President & CEO · Director
Period of report
Mar 1, 2017
Accepted (ET)
Mar 3, 2017 · 5:39 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001675820
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 1, 2017 | M | 44,413 | $0.001 | A | 158,961 | D | |
| Common StockF1 | Mar 1, 2017 | A | 8,087 | $0.001 | A | 167,048 | D | |
| Common StockF3 | Mar 1, 2017 | M | 85,000 | $0.001 | A | 252,048 | D | |
| Common StockF3 | Mar 1, 2017 | A | 8,274 | $0.001 | A | 260,322 | D | |
| Common StockF4 | Mar 1, 2017 | M | 21,000 | $0.001 | A | 281,322 | D | |
| Common StockF5 | Mar 1, 2017 | M | 14,231 | $0.001 | A | 295,553 | D | |
| Common StockF6 | Mar 1, 2017 | F | 102,973 | $18.95 | D | 192,580 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance RightsF1,F7 | — | Mar 1, 2017 | M | 44,413 | D | Mar 1, 2017 | Mar 1, 2017 | Common Stock | 44,413 | 0 | D |
| Performance RightsF3,F7 | — | Mar 1, 2017 | M | 85,000 | D | Mar 1, 2017 | Mar 1, 2017 | Common Stock | 85,000 | 0 | D |
| Restricted Stock UnitsF4,F8 | — | Mar 1, 2017 | M | 21,000 | D | Mar 1, 2017 | Mar 1, 2019 | Common Stock | 21,000 | 42,000 | D |
| Restricted Stock UnitsF5,F8 | — | Mar 1, 2017 | M | 14,231 | D | Mar 1, 2017 | Mar 1, 2020 | Common Stock | 14,231 | 42,694 | D |
Explanation of responses
- F1Awarded 150% of target based upon performance metrics from the March 1, 2013 performance grant. 52,500 shares are releaseable on March 1, 2017. 44,413 shares released from the March 1, 2013 performance grant; additional 8,087 shares issued to fulfill earned shares in excess of target.
- F2Includes 2,370 shares purchased on January 31, 2017 pursuant to the company's Employee Stock Purchase Plan (ESPP).
- F3Awarded 145% of target based upon performance metrics from the March 1, 2014 performance grant. 93,274 shares are releaseable on March 1, 2017. 85,000 shares released from the March 1, 2014 performance grant; additional 8,274 shares issued to fulfill earned shares in excess of target.
- F4Granted March 1, 2015, this restricted stock unit grant vests over 4 years with 25% vesting on each of the annual anniversaries of the grant date.
- F5Granted March 1, 2016, this restricted stock unit grant vests over 4 years with 25% vesting on each of the annual anniversaries of the grant date.
- F6Shares withheld to satisfy tax withholding obligations upon vesting of restricted stock.
- F7Each restricted stock award share represents a contingent right to receive one share of TIVO common stock.
- F8Each restricted stock unit represents a contingent right to receive one share of TIVO common stock.