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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Common Stock Option (right to buy) | $ 2.25 | 12/12/2017 | A | 190,000 | 12/12/2018(1) | 12/12/2027 | Common Stock | 190,000 | $ 0 | 190,000 | D | ||||
Restricted Stock Units | $ 0 (2) | 12/12/2017 | A | 200,000 | (3) | (3) | Common Stock | 200,000 | $ 0 | 200,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Hartstein Philip C/O FINJAN HOLDINGS, INC. 2000 UNIVERSITY AVENUE, SUITE 600 EAST PALO ALTO, CA 94303 |
President & CEO |
/s/ Philip Hartstein | 12/14/2017 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The option will vest and become exercisable as to 56,667 shares of common stock of Finjan Holdings, Inc. on the first anniversary of the grant date and vest as to 12.5% of the remaining balance of the shares of common stock in equal installments every three calendar months thereafter, such that 100% of the shares subject to the option will be fully vested and exercisable on December 12, 2020. |
(2) | Each restricted stock unit ("RSU") granted to the reporting person represents the contingent right to receive one share of common stock of Finjan Holdings, Inc. or its equivalent cash value, subject to the terms and conditions of the Finjan Holdings, Inc. Amended and Restated 2014 Incentive Compensation Plan. |
(3) | The RSUs vest 33.3333% on the third anniversary of the grant date and vest as to an additional 8.3333% of the RSUs every three calendar months following such date such that 100% of the RSUs will have fully vested as of December 12, 2022. The RSUs will be settled upon vesting. |