0001062292-14-000104.txt : 20141217
0001062292-14-000104.hdr.sgml : 20141217
20141217214741
ACCESSION NUMBER: 0001062292-14-000104
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20141215
FILED AS OF DATE: 20141217
DATE AS OF CHANGE: 20141217
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: XO GROUP INC.
CENTRAL INDEX KEY: 0001062292
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-NONSTORE RETAILERS [5960]
IRS NUMBER: 133895178
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 195 BROADWAY 25TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10007
BUSINESS PHONE: 2122198555
MAIL ADDRESS:
STREET 1: 195 BROADWAY, 25TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10007
FORMER COMPANY:
FORMER CONFORMED NAME: KNOT INC
DATE OF NAME CHANGE: 19990809
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Roney Carley
CENTRAL INDEX KEY: 0001442439
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35217
FILM NUMBER: 141294102
MAIL ADDRESS:
STREET 1: C/O XO GROUP INC.
STREET 2: 195 BROADWAY, 25TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10007
4
1
primary_doc.xml
PRIMARY DOCUMENT
X0306
4
2014-12-15
0
0001062292
XO GROUP INC.
XOXO
0001442439
Roney Carley
C/O XO GROUP INC.
195 BROADWAY, 25TH FLOOR
NEW YORK
NY
10007
0
1
0
0
Chief Content Officer
Common Stock
2014-12-15
4
D
0
62500
0
D
795899
I
By husband
Common Stock
2014-12-15
4
D
0
62500
0
D
733399
I
By husband
Common Stock
2014-12-15
4
D
0
625
0
D
732774
I
By husband
Common Stock
2014-12-15
4
D
0
21667
0
D
711107
I
By husband
Common Stock
2014-12-15
4
F
0
3836
16.74
D
707271
I
By husband
Common Stock
2014-12-15
4
F
0
4649
16.74
D
702622
I
By husband
Common Stock
2014-12-15
4
S
0
3300
16.7727
D
699322
I
By husband
Common Stock
2014-12-16
4
S
0
3300
16.8943
D
696022
I
By husband
Common Stock
2014-12-17
4
S
0
3300
16.9035
D
692722
I
By husband
Common Stock
587543
D
Common Stock
118988
I
By GRATs
Employee stock option (right to buy)
10.28
2014-12-15
4
J
0
100000
0
D
Common Stock
100000
0
I
By husband
As a result of Reporting Person's husband's resignation as an executive of the Company on December 15, 2014, he voluntarily forfeited 62,500 shares of restricted stock that were granted to him under the Company's 2009 Stock Incentive Plan and were subject to time-based vesting.
As a result of Reporting Person's husband's resignation as an executive of the Company on December 15, 2014, he voluntarily forfeited 62,500 shares of restricted stock that were granted to him under the Company's 2009 Stock Incentive Plan and were subject to performance-based vesting.
As a result of Reporting Person's husband's resignation as an executive of the Company on December 15, 2014, 625 of the shares of the restricted stock awarded on February 2, 2011 under the Company's 2009 Stock Incentive Plan have been forfeited.
As a result of Reporting Person's husband's resignation as an executive of the Company on December 15, 2014, 21,667 of the shares of the restricted stock awarded on March 6, 2013 under the Company's 2009 Stock Incentive Plan have been forfeited.
Shares withheld in connection with the vesting of 6,875 of the shares of restricted stock that would have vested on February 2, 2015 but were accelerated and vested on the date of Reporting Person's husband's resignation.
Shares withheld in connection with the vesting of 8,333 of the shares of restricted stock that would have vested on March 6, 2015 but were accelerated and vested on the date of Reporting Person's husband's resignation.
As a result of Reporting Person's husband's resignation as an executive of the Company on December 15, 2014, he voluntarily forfeited the option to purchase 100,000 shares that was granted to him under the Company's 2009 Stock Incentive Plan.
FARAH TARIQ, attorney-in-fact
2014-12-17
EX-24
2
powerofattycarley.txt
POWER OF ATTORNEY
Exhibit 24
POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and
appoints, Michael Steib, Gillian Munson, Matithyohu Balas, Farah Tariq,
Sandra Stanfield, Brian B. Margolis and Stephen C. Ashley, each of them
acting or signing alone, as her true and lawful attorney-in-fact to:
1. execute for and on behalf of the undersigned, in the undersigned's
capacity as an officer, director, stockholder or outside corporate counsel
of XO Group Inc. (the "Company"), any and all reports required to be filed
by the undersigned in accordance with Section 16(a) of the Securities
Exchange Act of 1934 and the rules thereunder;
2. do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such Form
3, 4 or 5 or other required report, complete and execute any amendment or
amendments thereto, and timely file such report with the United States
Securities and Exchange Commission and any stock exchange or similar
authority; and
3. take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit
to, in the best interest of, or legally required by, the undersigned, it
being understood that the documents executed by such attorney-in-fact on
behalf of the undersigned, pursuant to this Power of Attorney, shall be in
such form and shall contain such terms and conditions as such attorney-in-fact
may approve in his or her discretion.
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform each and every act and thing whatsoever requisite,
necessary, and proper to be done in the exercise of any of the rights and
powers herein granted, as fully to all intents and purposes as the undersigned
might or could do if personally present, with full power of substitution or
revocation, hereby ratifying and confirming all that such attorney-in-fact,
or his or her substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that no such attorney-in-fact, in
serving in such capacity at the request of the undersigned, is hereby
assuming, nor is the Company hereby assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities Exchange Act of
1934.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file reports under Section 16 with
respect to the undersigned's holdings of and transactions in securities
issued by the Company, unless earlier revoked by the undersigned in a signed
writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney
to be executed effective as of the 10th day of November, 2014.
/s/ Carley Roney
_________________________
CARLEY RONEY