0001088825-16-000420.txt : 20160908
0001088825-16-000420.hdr.sgml : 20160908
20160908201942
ACCESSION NUMBER: 0001088825-16-000420
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160907
FILED AS OF DATE: 20160908
DATE AS OF CHANGE: 20160908
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TIVO INC
CENTRAL INDEX KEY: 0001088825
STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841]
IRS NUMBER: 770463167
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0131
BUSINESS ADDRESS:
STREET 1: 2160 GOLD STREET
CITY: SAN JOSE
STATE: CA
ZIP: 95002
BUSINESS PHONE: 408-519-9100
MAIL ADDRESS:
STREET 1: 2160 GOLD STREET
CITY: SAN JOSE
STATE: CA
ZIP: 95002
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HINSON JEFFREY T.
CENTRAL INDEX KEY: 0001248251
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-27141
FILM NUMBER: 161877594
MAIL ADDRESS:
STREET 1: 3721 POTOMAC AVE.
CITY: DALLAS
STATE: TX
ZIP: 75205
FORMER NAME:
FORMER CONFORMED NAME: HINSON JEFF
DATE OF NAME CHANGE: 20030626
4
1
edgardoc.xml
PRIMARY DOCUMENT
X0306
4
2016-09-07
1
0001088825
TIVO INC
TIVO
0001248251
HINSON JEFFREY T.
2160 GOLD STREET
ALVISO
CA
95002
1
0
0
0
Common Stock
2016-09-07
4
D
0
57185.0
D
0
D
Non-Qualified Stock Option (right to buy)
5.53
2016-09-07
4
D
0
2292.0
D
2008-08-01
2017-08-01
Common Stock
2292
0
D
Non-Qualified Stock Option (right to buy)
7.68
2016-09-07
4
D
0
12500.0
D
2009-08-06
2018-08-06
Common Stock
12500
0
D
Non-Qualified Stock Option (right to buy)
8.87
2016-09-07
4
D
0
12500.0
D
2011-08-04
2017-08-04
Common Stock
12500
0
D
Non-Qualified Stock Option (right to buy)
9.09
2016-09-07
4
D
0
12500.0
D
2012-08-03
2018-08-03
Common Stock
12500
0
D
Pursuant to that certain Agreement and Plan of Merger, dated as of April 28, 2016 (the "Merger Agreement"), by and among the issuer (f/k/a TiVo Inc.), Rovi Corporation, TiVo Corporation (f/k/a Titan Technologies Corporation) ("Parent"), Titan Acquisition Sub, Inc. ("TiVo Merger Sub") and Nova Acquisition Sub, Inc., upon the effective time of the merger of TiVo Merger Sub with and into the issuer (the "TiVo Merger"), each issued and outstanding share of the issuer's common stock automatically converted into a right to receive (x) 0.3853 validly issued, fully paid and non-assessable shares of Parent's common stock and (y) $2.75 in cash (the "Merger Consideration").
Stock option vested and became exercisable 100% on the first anniversary of the grant date.
Pursuant to the Merger Agreement, upon the effective time of the TiVo Merger, each outstanding option was cancelled and automatically converted into the right to receive the Merger Consideration, less the exercise price and any required withholdings applicable to such stock option (which exercise price and withholdings were first deducted from the cash portion of the Merger Consideration to reduce the cash delivered to the Reporting Person, and thereafter reduced the number of shares of Parent's common stock delivered to the Reporting Person).
By: Attorney-in-Fact Jacob Starkweather For: Jeffrey T. Hinson
2016-09-08