Statement of Changes in Beneficial Ownership (4)
August 10 2016 - 4:47PM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Rowlands Sharon T
|
2. Issuer Name
and
Ticker or Trading Symbol
ReachLocal Inc
[
RLOC
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chief Executive Officer
|
(Last)
(First)
(Middle)
21700 OXNARD STREET, SUITE 1600
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/8/2016
|
(Street)
WOODLAND HILLS,, CA 91367
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code
(Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Common Stock
|
8/8/2016
|
|
U
|
|
418557
(1)
|
D
|
$4.60
|
0
|
D
|
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Trans. Date
|
3A. Deemed Execution Date, if any
|
4. Trans. 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
|
7. Title and Amount of Securities Underlying Derivative Security
(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)
|
Code
|
V
|
(A)
|
(D)
|
Date Exercisable
|
Expiration Date
|
Title
|
Amount or Number of Shares
|
Stock Option (Right to Buy)
|
$2.70
|
8/9/2016
|
|
D
|
|
|
250000
|
(2)
|
5/6/2022
|
Common Stock
|
250000
|
$4.60
|
0
|
D
|
|
Stock Option (Right to Buy)
|
$1.95
|
8/9/2016
|
|
D
|
|
|
150000
|
(2)
|
2/28/2023
|
Common Stock
|
150000
|
$4.60
|
0
|
D
|
|
Explanation of Responses:
|
(
1)
|
Includes 50,010 restricted shares that, pursuant to the agreement and plan of merger dated June 27, 2016, by and among ReachLocal, Inc., Gannett Co., Inc., and Raptor Merger Sub, Inc., became fully vested and were cancelled in exchange for the right to receive in cash an amount equal to $4.60 at the closing of the merger.
|
(
2)
|
Pursuant to the agreement and plan of merger dated June 27, 2016, by and among ReachLocal, Inc., Gannett Co., Inc., and Raptor Merger Sub, Inc., at the closing of the merger each outstanding and unexercised stock option became fully vested and was cancelled in exchange for the right to receive in cash an amount equal to the product of (i) the total number of shares of ReachLocal common stock subject to the stock option, multiplied by (ii) the excess, if any, of $4.60 over the exercise price of the option.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
Rowlands Sharon T
21700 OXNARD STREET
SUITE 1600
WOODLAND HILLS,, CA 91367
|
X
|
|
Chief Executive Officer
|
|
Signatures
|
/s/ Tenlay Naliboff, by power of attorney for Sharon T. Rowlands
|
|
8/10/2016
|
**
Signature of Reporting Person
|
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
|
*
|
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).
|
Note:
|
File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
|
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.
|
Reachlocal, Inc. (MM) (NASDAQ:RLOC)
Historical Stock Chart
From Sep 2024 to Oct 2024
Reachlocal, Inc. (MM) (NASDAQ:RLOC)
Historical Stock Chart
From Oct 2023 to Oct 2024