FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Rovi Corp [ ROVI ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/11/2010 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction 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 | 05/11/2010 | M | 9,250 | A | $23.68 | 9,250 | D | |||
Common Stock | 05/11/2010 | S | 9,250 | D | $36.56(1) | 0 | D | |||
Common Stock | 05/12/2010 | M | 35,000 | A | $14.29 | 35,000 | D | |||
Common Stock | 05/12/2010 | S | 35,000 | D | $36.7(2)(3) | 0 | D | |||
Common Stock | 05/12/2010 | M | 4,500 | A | $23.68 | 4,500 | D | |||
Common Stock | 05/12/2010 | S | 4,500 | D | $36.7(2)(3) | 0 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 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: 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 | ||||||||
Director Stock Option (right to buy) | $23.68 | 05/11/2010 | M | 9,250 | (4) | 07/15/2016 | Common Stock | 9,250 | $0 | 35,750 | D | ||||
Director Stock Option (right to buy) | $14.29 | 05/12/2010 | M | 35,000 | (5) | 07/15/2015 | Common Stock | 35,000 | $0 | 25,000 | D | ||||
Director Stock Option (right to buy) | $23.68 | 05/12/2010 | M | 4,500 | (4) | 07/15/2016 | Common Stock | 4,500 | $0 | 31,250 | D |
Explanation of Responses: |
1. Shares sold on the Open Market are reported as an average sell price per share of $36.56; breakdown of shares sold and per share sale prices are as follows: 2,100 at $36.50; 800 at $36.51; 500 at $36.52; 300 at $36.53; 200 at $36.55; 500 at $36.56; 900 at $36.57; 700 at $36.58; 500 at $36.59; 1,600 at $36.60; 200 at $36.61; 400 at $36.62; 200 at $36.67; 300 at $36.68 and 50 at $36.69. |
2. Shares sold on the Open Market are reported as an average sell price per share of $36.70; breakdown of shares sold and per share sale prices are as follows: 1,100 at $36.51; 300 at $36.52; 200 at $36.53; 800 at $36.54; 500 at $36.55; 800 at $36.56; 232 at $36.57; 2,200 at $36.58; 1,796 at $36.59; 1,804 at $36.60; 600 at $36.61; 2,893 at $36.62; 1,475 at $36.63; 400 at $36.64; 1,100 at $36.65; 1,400 at $36.66; 900 at $36.67; 400 at $36.68; 600 at $36.69; 1,400 at $36.70; 100 at $36.71; 1,700 at $36.72; 600 at $36.73; 1,002 at $36.74; 900 at $36.75; 200 at $36.76; 1,600 at $36.77, additional shares sold continued in footnote (3). |
3. Shares sold on the Open Market are reported as an average sell price per share of $36.70 (continued); breakdown of shares sold and per share sale prices are as follows: 1,100 at $36.78; 1,395 at $36.79; 1,603 at $36.80; 700 at $36.81; 2,080 at $36.82; 420 at $36.83; 1,200 at $36.84; 600 at $36.85; 400 at $36.86; 300 at $36.87; 300 at $36.88; 500 at $36.89; 200 at $36.90; 200 at $36.91; 100 at $36.92; 494 at $36.93; 100 at $36.94; 300 at $36.95; 300 at $36.96; 106 at $36.97 and 100 at $36.98. |
4. Granted July 15, 2009; exercisable in monthly increments over a 1 year period. |
5. Granted July 15, 2008; exercisable in monthly increments over a 3 year period. |
Remarks: |
Daybeth Cordoba Attorney-in-Fact for James E. Meyer | 05/13/2010 | |
** 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 Number. |