0001209191-16-149180.txt : 20161109
0001209191-16-149180.hdr.sgml : 20161109
20161109205057
ACCESSION NUMBER: 0001209191-16-149180
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20161107
FILED AS OF DATE: 20161109
DATE AS OF CHANGE: 20161109
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: NETSUITE INC
CENTRAL INDEX KEY: 0001117106
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 943310471
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2955 CAMPUS DR
STREET 2: STE 100
CITY: SAN MATEO
STATE: CA
ZIP: 94403
BUSINESS PHONE: 650-627-1000
MAIL ADDRESS:
STREET 1: 2955 CAMPUS DR
STREET 2: STE 100
CITY: SAN MATEO
STATE: CA
ZIP: 94403
FORMER COMPANY:
FORMER CONFORMED NAME: NETLEDGER INC
DATE OF NAME CHANGE: 20000623
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: NELSON ZACHARY
CENTRAL INDEX KEY: 0001073342
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33870
FILM NUMBER: 161985670
MAIL ADDRESS:
STREET 1: C/O NETWORK ASSOCIATES, INC
STREET 2: 3965 FREEDOM CIRCLE
CITY: SANTA CLARA
STATE: CA
ZIP: 95054
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-11-07
1
0001117106
NETSUITE INC
N
0001073342
NELSON ZACHARY
2955 CAMPUS DRIVE, SUITE 100
SAN MATEO
CA
94403
1
1
0
0
President & CEO
Common Stock
2016-11-07
4
D
0
97
D
0
D
Common Stock
2016-11-07
4
D
0
801480
D
0
I
By EZ Living Trust, Zachary Nelson & Elizabeth Horn TR
Employee Stock Option (right to buy)
46.78
2016-11-07
4
D
0
16115
0.00
D
Common Stock
16115
0
D
Employee Stock Option (right to buy)
69.25
2016-11-07
4
D
0
88149
0.00
D
Common Stock
88149
0
D
Employee Stock Option (right to buy)
75.18
2016-11-07
4
D
0
48497
0.00
D
Common Stock
48497
0
D
Employee Stock Option (right to buy)
92.58
2016-11-07
4
D
0
79460
0.00
D
Common Stock
79460
0
D
Employee Stock Option (right to buy)
102.61
2016-11-07
4
D
0
56132
0.00
D
Common Stock
56132
0
D
Restricted Stock Units
0.00
2016-11-07
4
D
0
139956
0.00
D
Common Stock
139956
0
D
Performance Restricted Stock Units
0.00
2016-11-07
4
D
0
342546
0.00
D
Common Stock
342546
0
D
Includes 97 shares acquired under the NetSuite Inc. Employee Stock Purchase Plan on October 31, 2016. Excludes shares underlying Restricted Stock Units previously reported in this Table I but are displayed in Table II of this filing for clarity.
Outstanding shares of the common stock of the Issuer were converted into the right to receive $109.00 per share in cash, without interest thereon and subject to any required tax withholding (the "Merger Consideration"), in accordance with the Merger Agreement.
Outstanding stock options, restricted stock units ("RSUs") or performance-based restricted stock units ("PRSUs") of the Issuer were either (i) assumed by Parent and automatically converted into corresponding equity incentive awards on common stock of Parent in accordance with the Merger Agreement, or (ii) cancelled and converted into the right to receive the Merger Consideration (less the exercise price, in the case of stock options) in accordance with the Merger Agreement.
Each RSU and PRSU represented the contingent right to receive one share of common stock of the Issuer.
Includes PRSUs that were deemed fully vested and cancelled in exchange for the right to receive the Merger Consideration, in accordance with the Merger Agreement.
This Form 4 reports securities disposed pursuant to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 28, 2016, a copy of which is filed as Exhibit 2.1 to the Issuer's Form 8-K filed with the SEC on August 1, 2016, and by which the Issuer became a wholly-owned subsidiary (the "Merger") of Oracle Corporation ("Parent").
/s/ Douglas P. Solomon, attorney-in-fact
2016-11-09