SEC Form 4 · accession 0000899243-16-012441
RENTRAK CORP · RENT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Jan 29, 2016
Accepted (ET)
Feb 1, 2016 · 3:36 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000800458
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jan 29, 2016 | D | 3,037,889 | — | D | 0 | I | See Footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These shares were disposed of on January 28, 2016 upon the completion of, and as a result of, the merger of Rentrak Corporation ("Rentrak") into Rum Acquisition Corporation, a wholly owned subsidiary of comScore, Inc. ("Merger Sub", and such merger, the "Merger"), pursuant to the Merger Agreement dated September 29, 2015 among Rentrak, Merger Sub and comScore, Inc. Upon completion of the Merger, each of the disposed shares was converted into the right to receive 1.1500 shares of comScore, Inc. common stock. On January 29, 2016, the effective date of the Merger, the closing price of Rentrak's common stock was $44.47 per share. As a result of the completion of the merger, WPP plc and WPP Luxembourg Gamma Three S.a r.l. ("Lux Gamma Three") ceased to be beneficial owners of more than ten percent of the shares outstanding of common stock, par value $0.001 per share, of Rentrak.
- F2The disposed shares were owned directly by Lux Gamma Three, which is a wholly-owned subsidiary of WPP plc that WPP plc owns indirectly through a series of intervening holding companies. WPP plc was an indirect beneficial owner of the reported securities.