0001209191-16-134371.txt : 20160729
0001209191-16-134371.hdr.sgml : 20160729
20160729093753
ACCESSION NUMBER: 0001209191-16-134371
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20160728
FILED AS OF DATE: 20160729
DATE AS OF CHANGE: 20160729
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SCIQUEST INC
CENTRAL INDEX KEY: 0001082526
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 562127592
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3020 CARRINGTON MILL BLVD.
STREET 2: SUITE 100
CITY: MORRISVILLE
STATE: NC
ZIP: 27560
BUSINESS PHONE: 919-659-2100
MAIL ADDRESS:
STREET 1: 3020 CARRINGTON MILL BLVD.
STREET 2: SUITE 100
CITY: MORRISVILLE
STATE: NC
ZIP: 27560
FORMER COMPANY:
FORMER CONFORMED NAME: SCIQUEST COM INC
DATE OF NAME CHANGE: 19990914
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Jamison Teresa
CENTRAL INDEX KEY: 0001555453
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34875
FILM NUMBER: 161792280
MAIL ADDRESS:
STREET 1: 6501 WESTON PARKWAY
STREET 2: SUITE 200
CITY: CARY
STATE: NC
ZIP: 27513
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-07-28
1
0001082526
SCIQUEST INC
SQI
0001555453
Jamison Teresa
3020 CARRINGTON MILL BLVD.
SUITE 100
MORRISVILLE
NC
27560
0
1
0
0
VP of Customer Operations
Stock Option (Right to Buy)
14.91
2016-07-28
4
D
0
7500
2.84
D
2022-05-07
Common Stock
7500
0
D
Stock Option (Right to Buy)
16.30
2016-07-28
4
D
0
26692
1.45
D
2023-02-06
Common Stock
26692
0
D
Stock Option (Right to Buy)
25.01
2016-07-28
4
D
0
15034
0.00
D
2024-02-05
Common Stock
15034
0
D
Restricted Stock Unit
2016-07-28
4
D
0
2875
D
Common Stock
2875
0
D
Restricted Stock Unit
2016-07-28
4
D
0
1949
D
Common Stock
1949
0
D
Restricted Stock Unit
2016-07-28
4
D
0
2422
D
Common Stock
2422
0
D
Performance-Based Restricted Stock Unit
2016-07-28
4
D
0
11550
D
Common Stock
11550
0
D
Restricted Stock Unit
2016-07-28
4
D
0
14000
D
Common Stock
14000
0
D
Performance-Based Restricted Stock Unit
2016-07-28
4
D
0
21154
D
Common Stock
21154
0
D
This option was granted on May 7, 2012, with 25% vesting on May 7, 2013 and the remainder vesting in 36 equal monthly installments, becoming fully exercisable as of May 7, 2016. Pursuant to the Merger Agreement, this option was cancelled in exchange for a cash payment of $21,300, which represents the product of (i) the aggregate number of shares of common stock subject to such vested portion of the option (7,500 shares) and (ii) the excess of the merger consideration of $17.75 per share over the exercise price of the option per share, with such cash payment subject to any required withholding of taxes.
This option was granted on February 6, 2013 with respect to 31,250 shares of the Issuer's common stock, with the shares vesting in 48 equal monthly installments thereafter until February 6, 2017. As of effective date of the Merger, the option was vested with respect to 26,692 shares and unvested with respect to 4,558 shares. The unvested options were cancelled and forfeited for no consideration pursuant to the Merger Agreement. Pursuant to the Merger Agreement, the vested portion of the option was cancelled in exchange for a cash payment of $38,703.40, which represents the product of (i) the aggregate number of shares of common stock subject to such vested portion of the option (26,692 shares) and (ii) the excess of the merger consideration of $17.75 per share over the exercise price of the option per share, with such cash payment subject to any required withholding of taxes.
This option was granted on February 5, 2014 with respect to 24,884 shares of the Issuer's common stock, with the shares vesting in 48 equal monthly installments thereafter until February 5, 2018. As of effective date of the Merger, the option was vested with respect to 15,034 shares and unvested with respect to 9,850 shares. The unvested options were cancelled and forfeited for no consideration pursuant to the Merger Agreement. Pursuant to the Merger Agreement, this option was cancelled and forfeited for no consideration, because the merger consideration of $17.75 per share did not exceed the exercise price of the option per share.
The restricted stock units convert into the right to receive an amount in cash equal to the product of (i) the total number of shares subject to such restricted stock unit and (ii) the per share merger consideration, less applicable taxes required to be withheld with respect to such payment.
On February 6, 2013, the reporting person was granted 3,834 restricted stock units, with the units vesting in four equal annual installments on each anniversary of the grant date until February 6, 2017. As of effective date of the Merger, 2,875 restricted stock units were vested and 959 restricted stock units were unvested. Pursuant to the Merger Agreement, the vested restricted stock units were cancelled in exchange for a cash payment of $51,031.25, which represents the product of (i) the aggregate number of shares of common stock subject to such vested restricted stock units (2,875 shares) and (ii) the merger consideration of $17.75 per share, with such cash payment subject to any required withholding of taxes. The unvested restricted stock units were cancelled and forfeited for no consideration pursuant to the Merger Agreement.
On February 5, 2014, the reporting person was granted 3,898 restricted stock units, with the units vesting in four equal annual installments on each anniversary of the grant date until February 5, 2018. As of effective date of the Merger, 1,949 restricted stock units were vested and 1,949 restricted stock units were unvested. Pursuant to the Merger Agreement, the vested restricted stock units were cancelled in exchange for a cash payment of $34,594.75, which represents the product of (i) the aggregate number of shares of common stock subject to such vested restricted stock units (1,949 shares) and (ii) the merger consideration of $17.75 per share, with such cash payment subject to any required withholding of taxes. The unvested restricted stock units were cancelled and forfeited for no consideration pursuant to the Merger Agreement.
On March 18, 2015, the reporting person was granted 9,690 restricted stock units, with the units vesting in four equal annual installments on each anniversary of the grant date until March 18, 2019. As of effective date of the Merger, 2,422 restricted stock units were vested and 7,268 restricted stock units were unvested. Pursuant to the Merger Agreement, the vested restricted stock units were cancelled in exchange for a cash payment of $42,990.50, which represents the product of (i) the aggregate number of shares of common stock subject to such vested restricted stock units (2,422 shares) and (ii) the merger consideration of $17.75 per share, with such cash payment subject to any required withholding of taxes. The unvested restricted stock units were cancelled and forfeited for no consideration pursuant to the Merger Agreement.
The performance-based restricted stock units convert into the right to receive an amount in cash equal to the product of (i) the total number of shares subject to such performance-based restricted stock unit based on actual achievement of the applicable performance metrics through the day immediately preceding the effective date of the Merger and (ii) the per share merger consideration, less applicable taxes required to be withheld with respect to such payment.
On March 18, 2015, the reporting person was granted 9,690 performance-based restricted stock units. Pursuant to the terms of the agreement governing the performance-based restricted stock, at the effective time of the Merger, 11,550 performance-based restricted stock units were immediately deemed earned based on achievement of performance metrics ("Earned Units"). Pursuant to the Merger Agreement, the Earned Units were cancelled in exchange for an aggregate cash payment of $205,021, subject to certain conditions and payable in accordance with the terms set forth in the agreement governing the performance-based restricted stock, which represents the product of (i) the aggregate number of shares of common stock subject to such Earned Units (11,550 shares) and (ii) the merger consideration of $17.75 per share, subject to required withholding of taxes. The unearned performance-based restricted stock units were cancelled and forfeited for no consideration pursuant to the Merger Agreement
On February 18, 2016, the reporting person was granted 14,000 restricted stock units, with the units vesting in four equal annual installments on each anniversary of the grant date until February 18, 2020. As the restricted stock units were not vested on July 28, 2016, the time of the Merger, the restricted stock units have been cancelled and forfeited for no consideration pursuant to the Merger Agreement.
On February 18, 2016, the reporting person was granted 14,000 performance-based restricted stock units. Pursuant to the terms of the agreement governing the performance-based restricted stock, at the effective time of the Merger, 21,154 performance-based restricted stock units were immediately deemed Earned Units. Pursuant to the Merger Agreement, the Earned Units were cancelled in exchange for an aggregate cash payment of $375,483, subject to certain conditions and payable in accordance with the terms set forth in the agreement governing the performance-based restricted stock, which represents the product of (i) the aggregate number of shares of common stock subject to such Earned Units (21,154 shares) and (ii) the merger consideration of $17.75 per share, subject to any required withholding of taxes. The unearned performance-based restricted stock units were cancelled and forfeited for no consideration pursuant to the Merger Agreement.
On July 28, 2016, the Issuer became a wholly owned subsidiary of SciQuest Parent, LLC (f/k/a AKKR Green Parent, LLC) pursuant to the merger (the "Merger") effected in connection with that certain Agreement and Plan of Merger, dated May 30, 2016, by and among the Issuer, SciQuest Parent, LLC and AKKR Green Merger Sub, Inc. (the "Merger Agreement").
/s/ Grant W. Collingsworth, attorney-in-fact for Teresa Jamison
2016-07-29
EX-24.4_668435
2
poa.txt
POA DOCUMENT
LIMITED POWER OF ATTORNEY FOR
SECTION 16 REPORTING OBLIGATIONS
Know all by these present, that the undersigned, Teresa Jamison, hereby makes,
constitutes and appoints Jennifer G. Kaelin, Christopher Barbee, John Lawlor,
Grant W. Collingsworth and Seth K. Weiner, or any of them signing singly, the
undersigned's true and lawful attorney-in-fact, with full power and authority as
hereinafter described on behalf of and in the name, place and stead of the
undersigned to:
(1) prepare, execute, acknowledge, deliver and file a Form ID and Forms 3, 4,
and 5 (including any amendments thereto) with respect to the securities of
SciQuest, Inc., a Delaware corporation (the "Company"), with the United States
Securities and Exchange Commission, any national securities exchanges and the
Company, as considered necessary or advisable under Section 16(a) of the
Securities Exchange Act of 1934 and the rules and regulations promulgated
thereunder, as amended from time to time (the "Exchange Act");
(2) seek or obtain, as the undersigned's representative and on the undersigned's
behalf, information on transactions in the Company's securities from any third
party, including brokers, employee benefit plan administrators and trustees, and
the undersigned hereby authorizes any such person to release any such
information to the undersigned and approves and ratifies any such release of
information; and
(3) perform any and all other acts that in the discretion of such
attorney-in-fact are necessary or desirable for and on behalf of the undersigned
in connection with the foregoing.
The undersigned acknowledges that:
(1) this Power of Attorney authorizes, but does not require, such
attorney-in-fact to act in their discretion on information provided to such
attorney-in-fact without independent verification of such information;
(2) any documents prepared and/or executed by such attorney-in-fact on behalf of
the undersigned pursuant to this Power of Attorney will be in such form and will
contain such information and disclosure as such attorney-in-fact, in his or her
discretion, deems necessary or desirable;
(3) neither the Company nor such attorney-in-fact assumes (i) any liability for
the undersigned's responsibility to comply with the requirement of the Exchange
Act, (ii) any liability of the undersigned for any failure to comply with such
requirements, or (iii) any obligation or liability of the undersigned for profit
disgorgement under Section 16(b) of the Exchange Act; and
(4) this Power of Attorney does not relieve the undersigned from responsibility
for compliance with the undersigned's obligations under the Exchange Act,
including without limitation the reporting requirements under Section 16 of the
Exchange Act.
The undersigned hereby gives and grants the foregoing attorney-in-fact full
power and authority to do and perform all and every act and thing whatsoever
requisite, necessary or appropriate to be done in and about the foregoing
matters as fully to all intents and purposes as the undersigned might or could
do if present, hereby ratifying all that such attorney-in-fact of, for and on
behalf of the undersigned, shall lawfully do or cause to be done by virtue of
this Limited Power of Attorney.
This Power of Attorney shall remain in full force and effect until revoked by
the undersigned in a signed writing delivered to such attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 30th day of July, 2012
/s/ Teresa Jamison
Name: Teresa Jamison