0001158172-19-000150.txt : 20190703 0001158172-19-000150.hdr.sgml : 20190703 20190703163240 ACCESSION NUMBER: 0001158172-19-000150 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190701 FILED AS OF DATE: 20190703 DATE AS OF CHANGE: 20190703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Love Kathleen CENTRAL INDEX KEY: 0001772755 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33520 FILM NUMBER: 19942287 MAIL ADDRESS: STREET 1: 11950 DEMOCRACY DRIVE, SUITE 600 CITY: RESTON STATE: VA ZIP: 20190 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: COMSCORE, INC. CENTRAL INDEX KEY: 0001158172 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 541955550 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 11950 DEMOCRACY DRIVE STREET 2: SUITE 600 CITY: RESTON STATE: VA ZIP: 20190 BUSINESS PHONE: 703-438-2000 MAIL ADDRESS: STREET 1: 11950 DEMOCRACY DRIVE STREET 2: SUITE 600 CITY: RESTON STATE: VA ZIP: 20190 FORMER COMPANY: FORMER CONFORMED NAME: COMSCORE NETWORKS INC DATE OF NAME CHANGE: 20010827 4 1 wf-form4_156218594486781.xml FORM 4 X0306 4 2019-07-01 0 0001158172 COMSCORE, INC. SCOR 0001772755 Love Kathleen 11950 DEMOCRACY DRIVE, SUITE 600 RESTON VA 20190 1 0 0 0 Restricted Stock Units 0.0 2019-07-01 4 A 0 24155 0 A Common Stock 24155.0 24155 D Each restricted stock unit represents a contingent right to receive one share of the Company's common stock. This restricted stock unit award was granted pursuant to the terms of the comScore, Inc. 2018 Equity and Incentive Compensation Plan. This award, which represents compensation for the 2019-2020 director term, will vest in full on the earliest of (i) the date of the Company's 2020 annual meeting of stockholders, (ii) June 30, 2020, and (iii) the date of a change in control of the Company, subject in each case to the reporter's continued status as a member of the Company's Board of Directors on the vesting date. Vested units will be delivered in shares of common stock upon a separation from service or a change in control of the Company, as set forth in the applicable award notice. The number of shares subject to this restricted stock unit award was determined by dividing $250,000 by the closing market price of the Company's common stock on the original date of approval, May 22, 2019, which was $10.35. This represents a 48% reduction in the number of shares otherwise due to the reporter under the Company's previously disclosed director compensation program, which would have divided $250,000 by the closing market price of the common stock on the date of grant, which was $5.38. The Board of Directors elected on July 1, 2019 to use the higher price in order to further align directors' interests with those of the Company's stockholders. /s/ Carol DiBattiste, Attorney-in-Fact 2019-07-03