0000899243-16-034746.txt : 20161201
0000899243-16-034746.hdr.sgml : 20161201
20161201204029
ACCESSION NUMBER: 0000899243-16-034746
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20161129
FILED AS OF DATE: 20161201
DATE AS OF CHANGE: 20161201
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CVENT INC
CENTRAL INDEX KEY: 0001122897
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 541954458
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1765 GREENSBORO STATION PLACE
STREET 2: 7TH FLOOR
CITY: TYSONS CORNER
STATE: VA
ZIP: 22102
BUSINESS PHONE: 703-226-3500
MAIL ADDRESS:
STREET 1: 1765 GREENSBORO STATION PLACE
STREET 2: 7TH FLOOR
CITY: TYSONS CORNER
STATE: VA
ZIP: 22102
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Sye Dwayne J.
CENTRAL INDEX KEY: 0001583999
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36043
FILM NUMBER: 162029645
MAIL ADDRESS:
STREET 1: 1765 GREENSBORO STATION PLACE
STREET 2: 7TH FLOOR
CITY: TYSONS CORNER
STATE: VA
ZIP: 22102
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-11-29
1
0001122897
CVENT INC
CVT
0001583999
Sye Dwayne J.
C/O CVENT INC
1765 GREENSBORO STATION PLACE,7TH FLOOR
TYSONS CORNER
VA
22102
0
1
0
0
Chief Information Officer
Common Stock
2016-11-29
4
J
0
27778
36.00
D
544925
D
Common Stock
2016-11-29
4
D
0
544925
D
0
D
Employee Stock Option (Right to Buy)
1.80
2016-11-29
4
J
0
27778
D
2021-03-11
Common Stock
27778
2275
D
Employee Stock Option (Right to Buy)
1.80
2016-11-29
4
D
0
2275
D
2021-03-11
Common Stock
2275
0
D
Employee Stock Option (Right to Buy)
27.84
2016-11-29
4
D
0
46189
D
2024-12-31
Common Stock
46189
0
D
Employee Stock Option (Right to Buy)
32.43
2016-11-29
4
D
0
15973
D
2025-10-15
Common Stock
15973
0
D
Employee Stock Option (Right to Buy)
21.73
2016-11-29
4
D
0
26907
D
2026-04-06
Common Stock
26907
0
D
Pursuant to a Rollover Contribution Agreement ("Rollover Contribution Agreement"), by and between Papay Holdco, LLC ("Parent") and the Reporting Person, the Reporting Person contributed these shares of common stock to Parent in exchange for a number of Parent's limited partnership interests calculated pursuant to the Rollover Contribution Agreement, effective as of the Effective Time (as defined in the Merger Agreement), at a value of $36.00 per share. This transaction was exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder.
Includes 34,145 unvested Restricted Stock Units ("Unvested RSUs"). Pursuant to that certain Agreement and Plan of Merger, dated April 17, 2016, between the Issuer, Parent and Papay Merger Sub, Inc. (the "Merger Agreement"), of these Unvested RSUs, (x) the Unvested RSUs that were scheduled to vest before April 1, 2017 were cancelled in the merger in exchange for a cash payment of $36.00 per unit; (y) the Unvested RSUs that were scheduled to vest between April 1, 2017 and December 31, 2017 will vest pursuant to their existing vesting schedules and will be entitled to receive a cash payment of $36.00 per unit on their applicable vesting dates; and (z) the Unvested RSUs that were schedule to vest on or after January 1, 2018 will vest on January 1, 2018 and will receive a cash payment of $36.00 per unit on such date. These transactions were exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder.
The common stock was disposed of pursuant to the Merger Agreement in exchange for a cash payment of $36.00 per share. This transaction was exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder.
Pursuant to an Option Rollover Agreement ("Option Rollover Agreement"), by and between Issuer, Parent and the Reporting Person, the Reporting Person contributed this employee stock option to Parent in exchange for a number of Parent's limited partnership interest calculated pursuant to the Option Rollover Agreement, effective as of the Effective Time, valued at the difference between $36.00 per share and the exercise price per share of the option. This transaction was exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder.
Pursuant to the Merger Agreement, this employee stock option was cancelled in exchange for a cash amount equal to the difference between $36.00 per share and the exercise price per share of the option, less applicable withholding taxes. This transaction was exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3 promulgated thereunder.
/s/ Lawrence Samuelson, Attorney-in-Fact
2016-12-01