0001078099-20-000083.txt : 20200904 0001078099-20-000083.hdr.sgml : 20200904 20200904151748 ACCESSION NUMBER: 0001078099-20-000083 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200904 FILED AS OF DATE: 20200904 DATE AS OF CHANGE: 20200904 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Cook Geoffrey CENTRAL INDEX KEY: 0001534404 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33105 FILM NUMBER: 201161803 MAIL ADDRESS: STREET 1: 280 UNION SQUARE DRIVE CITY: NEW HOPE STATE: PA ZIP: 18938 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Meet Group, Inc. CENTRAL INDEX KEY: 0001078099 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 860879433 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 100 UNION SQUARE DRIVE CITY: NEW HOPE STATE: PA ZIP: 18938 BUSINESS PHONE: 215-862-1162 MAIL ADDRESS: STREET 1: 100 UNION SQUARE DRIVE CITY: NEW HOPE STATE: PA ZIP: 18938 FORMER COMPANY: FORMER CONFORMED NAME: MeetMe, Inc. DATE OF NAME CHANGE: 20120605 FORMER COMPANY: FORMER CONFORMED NAME: QUEPASA CORP DATE OF NAME CHANGE: 20030806 FORMER COMPANY: FORMER CONFORMED NAME: QUEPASA COM INC DATE OF NAME CHANGE: 19990310 4 1 wf-form4_159924705313789.xml FORM 4 X0306 4 2020-09-04 0 0001078099 Meet Group, Inc. MEET 0001534404 Cook Geoffrey 100 UNION SQUARE DRIVE NEW HOPE PA 18938 1 1 0 0 Chief Executive Officer Common Stock 2020-09-04 4 D 0 861249 6.30 D 0 D Performance Rights 2020-09-04 4 D 0 302600 6.30 D Common Stock 302600.0 0 D Performance Rights 2020-09-04 4 D 0 122510 6.30 D Common Stock 122510.0 0 D Stock Option (Right to Buy) 4.24 2020-09-04 4 D 0 450000 6.30 D 2021-11-10 Common Stock 450000.0 0 D Stock Option (Right to Buy) 3.09 2020-09-04 4 D 0 149100 6.30 D 2024-05-07 Common Stock 149100.0 0 D Stock Option (Right to Buy) 1.76 2020-09-04 4 D 0 420000 6.30 D 2025-04-17 Common Stock 420000.0 0 D Stock Option (Right to Buy) 3.28 2020-09-04 4 D 0 246000 6.30 D 2026-04-26 Common Stock 246000.0 0 D Stock Option (Right to Buy) 5.18 2020-09-04 4 D 0 226885 5.18 D 2027-05-09 Common Stock 226885.0 0 D Disposed of pursuant to the Agreement and Plan of Merger dated as of March 5, 2020, by and among The Meet Group, Inc., eHarmony Holding, Inc., Holly Merger Sub, Inc. ("Merger Sub"), and, solely for purposes of Section 10.17 thereof, NCG NUCOM GROUP SE (the "Merger Agreement"), pursuant to which Merger Sub merged with and into The Meet Group, Inc., effective as of September 4, 2020 (the "Effective Time"). Pursuant to the Merger Agreement, each restricted stock unit outstanding immediately prior to the Effective Time vested in full and converted into the right to receive an amount in cash equal to $6.30. Pursuant to the Merger Agreement, each performance stock unit outstanding immediately prior to the Effective Time was cancelled and converted into the right to receive an amount in cash equal to the product of (i) $6.30, multiplied by (ii) the total number of shares of common stock subject thereto. The number of underlying shares was determined based on the actual attainment of performance goals through the date immediately preceding the Effective Time. Pursuant to the Merger Agreement each Company Stock Option that was outstanding immediately prior to the Effective Time was cancelled and converted into the right to receive an amount in cash equal to the product of (i) the excess, if any, of $6.30 over the applicable option exercise price per share as of the Effective Time, multiplied by (ii) the number of shares of Common Stock issuable upon the exercise of such Company Stock Option. /s/ Geoffrey Cook 2020-09-04