SEC Form 4 · accession 0001181431-15-006201
Digital Turbine, Inc. · APPS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Apr 27, 2015
Accepted (ET)
Apr 29, 2015 · 2:55 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000317788
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Apr 27, 2015 | X | 666,667 | $1.25 | A | 3,999,810 | I | See footnote 2. |
| Common StockF2 | Apr 27, 2015 | S | 214,432 | $3.886 | D | 3,785,378 | I | See footnote 2. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock Warrant (right to buy)F3 | $1.25 | Apr 27, 2015 | X | 666,667 | D | Jun 21, 2010 | Jun 21, 2015 | Common Stock | 666,667 | 0 | I |
| Common Stock Warrant (right to buy)F3 | $3.50 | holding | — | — | — | Apr 12, 2014 | Apr 12, 2018 | Common Stock | 35,714 | 35,714 | I |
| Employee stock options (right to buy) | $13.75 | holding | — | — | — | Jun 18, 2008 | Jun 18, 2018 | Common Stock | 100,000 | 100,000 | D |
Explanation of responses
- F1In his capacity as a trustee of the Guber Family Trust (the "Trust"), Peter Guber exercised a warrant to purchase 666,667 shares of Issuer's common stock at a purchase price of $1.25 per share and paid the exercise price on a cashless basis. Issuer withheld 214,432 warrant shares to pay the exercise price and issued the remaining 452,235 shares to the Trust. Issuer also paid $2.41 to the Trust in lieu of a fractional share.
- F2Beneficial ownership: 212,800 shares are held by Peter Guber and 3,572,678 shares are held by the Trust of which Mr. Guber is a trustee. Mr. Guber disclaims beneficial ownership of shares held by the Trust except to the extent of his pecuniary interest therein.
- F3Warrants owned by the Trust.