0001088825-16-000426.txt : 20160908
0001088825-16-000426.hdr.sgml : 20160908
20160908202057
ACCESSION NUMBER: 0001088825-16-000426
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: YOFFIE DAVID B
CENTRAL INDEX KEY: 0001188937
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-27141
FILM NUMBER: 161877600
MAIL ADDRESS:
STREET 1: 2200 MISSION COLLEGE BLVD
STREET 2: RNB 4-151
CITY: SANTA CLARA
STATE: CA
ZIP: 95054
4
1
edgardoc.xml
PRIMARY DOCUMENT
X0306
4
2016-09-07
1
0001088825
TIVO INC
TIVO
0001188937
YOFFIE DAVID B
2160 GOLD STREET
ALVISO
CA
95002
1
0
0
0
Common Stock
2016-09-07
4
D
0
77114.0
D
0
D
Non-Qualified Stock Option (right to buy)
10.7
2016-09-07
4
D
0
25000.0
D
2011-10-08
2018-09-07
Common Stock
25000
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 monthly for 48 months beginning 1 month after 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 Starkweaather For: David B. Yoffie
2016-09-08