SEC Form 4 · accession 0001593678-18-000050
TiVo Corp · TIVO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Pamela A. Sergeeff
Officer — EVP, General Counsel
Period of report
Jul 1, 2018
Accepted (ET)
Jul 3, 2018 · 6:01 pm EDT
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 | Jul 1, 2018 | M | 5,026 | $0.001 | A | 99,101 | D | |
| Common StockF2 | Jul 1, 2018 | F | 1,738 | $13.45 | D | 97,363 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F1 | — | Jul 1, 2018 | M | 5,026 | D | — | Jul 1, 2021 | Common Stock | 5,026 | 15,081 | D |
| Performance RightsF3,F4,F5 | — | Jul 1, 2018 | A | 24,164 | A | — | Jul 1, 2021 | Common Stock | 24,164 | 24,164 | D |
| Restricted Stock UnitsF3,F6 | — | Jul 1, 2018 | A | 24,164 | A | — | Jul 1, 2022 | Common Stock | 24,164 | 24,164 | D |
Explanation of responses
- F1Granted July 1, 2017, this restricted stock unit grant vests over four years with 25% vesting on each of the annual anniversaries of the grant date.
- F2Shares withheld to satisfy tax withholding obligations upon vesting of restricted stock units.
- F3Each restricted stock unit represents a contingent right to receive one share of TIVO common stock.
- F4Granted July 1, 2018, the vesting of these performance units is based entirely upon the achievement of a three-year relative TSR metric of percentile ranking against a peer group previously established by the TiVo Board of Directors' compensation committee, with the three-year performance period beginning January 1, 2018.
- F5Achievement of performance metric to be measured by the compensation committee during the first compensation committee meeting in 2021 (but no later than June 30, 2021).
- F6Granted July 1, 2018, this restricted stock unit grant vests over four years with 25% vesting on each of the annual anniversaries of the grant date.