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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 | ||||||||
Restricted Stock Unit (right to acquire) | (2) | 04/04/2016 | M | 27,500 | (3) | 03/15/2017 | Class A Common Stock | 27,500 | $ 0 | 0 | D | ||||
Restricted Stock Unit (right to acquire) | (2) | 04/04/2016 | M | 165,000 | (4) | 04/15/2018 | Class A Common Stock | 165,000 | $ 0 | 0 | D | ||||
Restricted Stock Unit (right to acquire) | (2) | 04/04/2016 | M | 301,400 | (5) | 04/15/2019 | Class A Common Stock | 301,400 | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
BARBOUR JOHN LEAPFROG ENTERPRISES, INC. 6401 HOLLIS STREET, SUITE 100 EMERYVILLE, CA 94608 |
X | Chief Executive Officer |
/s/ Robert L. Lattuga, Attorney-in-Fact on behalf of John Barbour | 04/06/2016 | |
**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) | All Restricted Stock Units vested in accordance with Agreement and Plan of Merger among LeapFrog Enterprises, Inc., VTech Acquisition Sub, L.L.C. and VTech Holdings Limited dated February 5, 2016 (the "Merger Agreement"). |
(2) | Restricted Stock Units convert in Class A Common Stock on a one-for-one basis. |
(3) | Granted 3/15/2013 under the Issuer's 2011 Equity and Incentive Plan. Restricted Stock Units vested as to 25% of the shares on 3/15/2014, 3/15/2015, 3/15/2016 and 3/15/2017, exercisability accelerated under terms of grant upon occurrence of a triggering issuance event. |
(4) | Granted 4/15/2014 under Issuer's 2011 Equity and Incentive Plan. Restricted Stock Units vested 25% annually on the 1st, 2nd, 3rd, and 4th anniversary of the date of grant, exercisability accelerated under terms of grant upon occurrence of a triggering issuance event. |
(5) | Granted 4/15/2015 under Issuer's 2011 Equity and Incentive Plan. Restricted Stock Units vest 25% annually on the 1st, 2nd, 3rd, and 4th anniversary of the date of grant, exercisability accelerated under terms of grant upon occurrence of a triggering issuance event. |