0000899243-15-000133.txt : 20150702
0000899243-15-000133.hdr.sgml : 20150702
20150702161602
ACCESSION NUMBER: 0000899243-15-000133
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150701
FILED AS OF DATE: 20150702
DATE AS OF CHANGE: 20150702
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: AUDIENCE INC
CENTRAL INDEX KEY: 0001201663
STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674]
IRS NUMBER: 912061537
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 331 FAIRCHILD DRIVE
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
BUSINESS PHONE: 650-254-2800
MAIL ADDRESS:
STREET 1: 331 FAIRCHILD DRIVE
CITY: MOUNTAIN VIEW
STATE: CA
ZIP: 94043
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Pavlov George
CENTRAL INDEX KEY: 0001470798
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35528
FILM NUMBER: 15969984
MAIL ADDRESS:
STREET 1: C/O TALLWOOD VENTURE CAPITAL
STREET 2: 3000 SAND HILL ROAD, BLDG 3, STE 240
CITY: MENLO PARK
STATE: CA
ZIP: 94025-7113
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-07-01
1
0001201663
AUDIENCE INC
ADNC
0001470798
Pavlov George
C/O AUDIENCE, INC.
331 FAIRCHILD DRIVE
MOUNTAIN VIEW
CA
94043
1
0
0
0
Common Stock
2015-07-01
2015-07-01
4
U
0
4613
2.51
D
0
D
Common Stock
2015-07-01
2015-07-01
4
U
0
4374335
2.51
D
0
I
See footnote
Stock Option (Right to Buy)
13.80
2015-07-01
2015-07-01
4
D
0
14132
D
2012-01-01
2022-01-25
Common Stock
14132
0
D
Stock Option (Right to Buy)
13.80
2015-07-01
2015-07-01
4
D
0
8079
D
2012-05-01
2022-01-25
Common Stock
8079
0
D
Stock Option (Right to Buy)
10.08
2015-07-01
2015-07-01
4
D
0
10650
D
2013-06-06
2023-08-16
Common Stock
10650
0
D
Stock Option (Right to Buy)
8.67
2015-07-01
2015-07-01
4
D
0
15054
D
2014-06-06
2024-08-26
Common Stock
15054
0
D
In connection with the completion of an exchange offer launched by Orange Subsidiary, Inc., a wholly owned subsidiary of Knowles Corporation ("Knowles") (the "Offer"), the Reporting Person received $11,578.63 and 609 shares of Knowles common stock. Such amounts were determined pursuant to the offer consideration described in the Offer Statement on Schedule TO filed with the SEC by Knowles and Orange Subsidiary, Inc. on May 19, 2015, as amended.
Consists of 1,042,323 shares held directly by Tallwood III, L.P., 8,075 shares held directly by Tallwood III Associates, L.P., 131,990 shares held directly by Tallwood III Partners, L.P., 1,437,061 shares held directly by Tallwood II, LP, 1,133,312 shares held directly by Tallwood II Annex, L.P., 26,222 shares held directly by Tallwood II Associates, L.P. and 595,352 shares held directly by Tallwood II Partners, L.P. The reporting person is a managing member of the general partners of each of these funds, and shares voting and investment control over these shares. The reporting person disclaims beneficial ownership of all applicable shares except to the extent of his pecuniary interest therein.
Pursuant to the terms of a merger agreement dated April 29, 2015 between the Issuer, Knowles and Orange Subsidiary, Inc. (the "Merger Agreement"), this option was not assumed by Knowles and was cancelled for no consideration.
/s/ Craig Factor Atty-in-Fact for George Pavlov
2015-07-02