Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|
transaction | VMEO | Common Stock | Award | $0 | +2.41K | $0.00 | 2.41K | May 25, 2021 | Direct | F1 | |
transaction | VMEO | Common Stock | Award | +4.41K | 4.41K | May 25, 2021 | Direct | F2 |
Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
transaction | VMEO | Option to Purchase Common Stock | Award | $0 | +6.09K | $0.00 | 6.09K | May 25, 2021 | Common Stock, par value $0.01 | 6.09K | $4.66 | Direct | F3, F4 |
Id | Content |
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F1 | Represents shares of Issuer common stock that Ms. Handler received in connection with the completion of the Issuer's spin-off (the "Spin-off") from IAC/InterActiveCorp ("IAC") on May 25, 2021, as a result of shares of IAC common stock held by Ms. Handler prior to the Spin-off. In connection with the Spin-off, each share of IAC par value $0.001 common stock was reclassified into (i) one share of IAC par value $0.0001 common stock and (ii) 1/100th of a share of IAC par value $0.01 Series 1 mandatorily exchangeable preferred stock that was then automatically exchanged into 1.6235 shares of Issuer common stock (with holders receiving cash in lieu of any fractional shares of Issuer common stock resulting, after aggregation, from the reclassification). |
F2 | Represents a grant of restricted stock units with respect to shares of the Issuer's Common Stock that vests in two equal installments on the first two anniversaries of the grant date. This grant of RSUs was inadvertently omitted from the original Form 4 filing made on May 27, 2021. |
F3 | Pursuant to the terms of the Employee Matters Agreement, dated as of May 25, 2021 (the "EMA"), by and among the Issuer and IAC, and in connection with the Spin-off, each option to purchase shares of IAC common stock that was outstanding as of immediately prior to the effective time of the Spin-off was automatically converted into (i) an option to purchase shares of common stock of IAC and (ii) an option to purchase shares of the Issuer's common stock, with adjustments to the number of shares subject to each option and the option exercise prices based on (x) the value of IAC common stock prior to the Spin-off and (y) the value of IAC common stock and the value of the Issuer's common stock after giving effect to the Spin-off. |
F4 | Except as otherwise described herein and except to the extent otherwise provided under local law, the converted options generally have the same terms and conditions, including the same exercise periods, as the options to purchase shares of IAC common stock had immediately prior to the Spin-off. Following the Spin-off, solely for purposes of determining the expiration of options with respect to shares of common stock of one company held by employees of the other company, IAC and Issuer employees will be deemed employed by both companies for so long as they continue to be employed by whichever of the companies employed them immediately following the Spin-off. |