0000899243-15-000158.txt : 20150702
0000899243-15-000158.hdr.sgml : 20150702
20150702164019
ACCESSION NUMBER: 0000899243-15-000158
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: Auslander Edgar
CENTRAL INDEX KEY: 0001599042
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35528
FILM NUMBER: 15970344
MAIL ADDRESS:
STREET 1: 1277 ORLEANS DRIVE
CITY: SUNNYVALE
STATE: CA
ZIP: 94089
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-07-01
1
0001201663
AUDIENCE INC
ADNC
0001599042
Auslander Edgar
C/O AUDIENCE, INC.
331 FAIRCHILD DRIVE
MOUNTAIN VIEW
CA
94043
0
1
0
0
VP, Prod Mgmt & Mktg
Common Stock
2015-07-01
2015-07-01
4
U
0
15919
2.51
D
0
D
Stock Option (Right to Buy)
11.48
2015-07-01
2015-07-01
4
D
0
75000
0.00
D
2015-05-16
2024-05-16
Common Stock
75000
0
D
Restricted Stock Unit
0.001
2015-07-01
2015-07-01
4
D
0
22500
0.00
D
2015-05-16
2014-05-16
Common Stock
22500
0
D
Restricted Stock Unit
0.001
2015-07-01
2015-07-01
4
D
0
24375
0.00
D
2015-05-08
2024-11-08
Common Stock
24375
0
D
Restricted Stock Unit
0.001
2015-07-01
2015-07-01
4
D
0
10000
0.00
D
2015-08-18
2025-02-18
Common Stock
10000
0
D
Stock Option (Right to Buy)
4.60
2015-07-01
2015-07-01
4
D
0
46700
0.00
D
2015-03-18
2025-02-18
Common Stock
46700
0
D
Restricted Stock Unit
0.001
2015-07-01
2015-07-01
4
D
0
10000
0.00
D
2015-05-15
2025-03-16
Common Stock
10000
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 $39,956.69 and 2,102 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.
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.
Represents par value of Issuer's common stock.
Pursuant to the terms of the Merger Agreement, this restricted stock unit was assumed and exchanged for a restricted stock unit covering 5,955 shares of Knowles common stock.
Pursuant to the terms of the Merger Agreement, this restricted stock unit was assumed and exchanged for a restricted stock unit covering 6,452 shares of Knowles common stock.
Pursuant to the terms of the Merger Agreement, this restricted stock unit was assumed and exchanged for a restricted stock unit covering 2,647 shares of Knowles common stock
Pursuant to the terms of the Merger Agreement, this option was not assumed by Knowles and was cancelled in exchange for (i) a cash payment to Reporting Person of $9,814.51 and (ii) 493 shares of Knowles common stock.
Pursuant to the terms of the Merger Agreement, this restricted stock unit was assumed and exchanged for a restricted stock unit covering 2,647 shares of Knowles common stock.
/s/ Craig Factor Atty-in-Fact for Edgar Auslander
2015-07-02