0001593678-17-000013.txt : 20170303 0001593678-17-000013.hdr.sgml : 20170303 20170303174656 ACCESSION NUMBER: 0001593678-17-000013 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170301 FILED AS OF DATE: 20170303 DATE AS OF CHANGE: 20170303 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TiVo Corp CENTRAL INDEX KEY: 0001675820 STANDARD INDUSTRIAL CLASSIFICATION: PATENT OWNERS & LESSORS [6794] IRS NUMBER: 611793262 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2 CIRCLE STAR WAY CITY: SAN CARLOS STATE: CA ZIP: 94070 BUSINESS PHONE: 408-562-8400 MAIL ADDRESS: STREET 1: 2 CIRCLE STAR WAY CITY: SAN CARLOS STATE: CA ZIP: 94070 FORMER COMPANY: FORMER CONFORMED NAME: Titan Technologies Corp DATE OF NAME CHANGE: 20160527 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HALT PETER CENTRAL INDEX KEY: 0001286180 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37870 FILM NUMBER: 17665565 MAIL ADDRESS: STREET 1: 6922 HOLLYWOOD BLVD., 4TH FLOOR CITY: LOS ANGELES STATE: CA ZIP: 90028 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2017-03-01 0001675820 TiVo Corp TIVO 0001286180 HALT PETER C/O TIVO CORPORATION 2 CIRCLE STAR WAY SAN CARLOS CA 94070 0 1 0 0 CFO Common Stock 2017-03-01 4 M 0 19034 .001 A 161330 D Common Stock 2017-03-01 4 A 0 3466 .001 A 164796 D Common Stock 2017-03-01 4 M 0 25000 .001 A 189796 D Common Stock 2017-03-01 4 A 0 2434 .001 A 192230 D Common Stock 2017-03-01 4 M 0 7000 .001 A 199230 D Common Stock 2017-03-01 4 M 0 4574 .001 A 203804 D Common Stock 2017-03-01 4 M 0 6916 .001 A 210720 D Common Stock 2017-03-01 4 M 0 5044 .001 A 215764 D Common Stock 2017-03-01 4 F 0 43634 18.95 D 172130 D Performance Rights 2017-03-01 4 M 0 19034 0 D 2017-03-01 2017-03-01 Common Stock 19034 0 D Performance Rights 2017-03-01 4 M 0 25000 0 D 2017-03-01 2017-03-01 Common Stock 25000 0 D Restricted Stock Units 2017-03-01 4 M 0 7000 0 D 2017-03-01 2019-03-01 Common Stock 7000 14000 D Restricted Stock Units 2017-03-01 4 M 0 4574 0 D 2017-03-01 2020-03-01 Common Stock 4574 13723 D Retricted Stock Units 2017-03-01 4 M 0 6916 0 D 2017-03-01 2018-03-01 Common Stock 6916 6916 D Restricted Stock Units 2017-03-01 4 M 0 5044 0 D 2017-03-01 2019-03-01 Common Stock 5044 10087 D Awarded 150% of target based upon performance metrics from the March 1, 2013 performance grant. 22,500 shares are releaseable on March 1, 2017. 19,034 shares released from the March 1, 2013 performance grant; additional 3,466 shares represent shares issued to fulfill earned shares in excess of target. Includes 2,370 shares purchased on January 31, 2017 pursuant to the company's Employee Stock Purchase Plan (ESPP). Awarded 145% of target based upon performance metrics from the March 1, 2014 performance grant. 27,434 shares are releaseable on March 1, 2017. 25,000 shares released from the March 1, 2014 performance grant; additional 2,434 shares represent shares issued to fulfill earned shares in excess of target. Granted March 1, 2015, this restricted stock unit grant vests over 4 years with 25% vesting on each of the annual anniversaries of the grant date. Granted March 1, 2016, this restricted stock unit grant vests over 4 years with 25% vesting on each of the annual anniversaries of the grant date. Granted March 1, 2015, this performance award was based entirely on a three-year performance period and was eligible to vest after three years based upon the achievement of the following two factors, each weighted equally: (i) a three-year relative TSR metric of percentile ranking against a peer group established by our compensation committee, and (ii) three-year revenue compound annual growth rate and margin targets. Pursuant to the award agreement, upon the completion of the TiVo acquisition on September 7, 2016, performance was calculated for the period ending on that date and vested on a pro rata basis based on the proportion of (a) the number of days of service rendered from March 1, 2015 to September 7, 2016 to (b) the total number of days from March 1, 2015 to March 1, 2018. Accordingly, 14,168 shares were cancelled. Any unvested shares thereafter vest ratably through March 1, 2018, subject to continued service to the Company. Granted March 1, 2016, this performance award was based entirely on a three-year performance period and was eligible to vest after three years based upon the achievement of the following two factors, each weighted equally: (i) a three-year relative TSR metric of percentile ranking against a peer group established by our compensation committee, and (ii) three-year revenue compound annual growth rate and margin targets. Pursuant to the award agreement, upon the completion of the TiVo acquisition on September 7, 2016, performance was calculated for the period ending on that date and vested on a pro rata basis based on the proportion of (a) the number of days of service rendered from March 1, 2016 to September 7, 2016 to (b) the total number of days from March 1, 2016 to March 1, 2019. Any unvested shares thereafter vest ratably through March 1, 2019, subject to continued service to the Company. Shares withheld to satisfy tax withholding obligations upon vesting of restricted stock. Each restricted stock award share represents a contingent right to receive one share of TIVO common stock. Each restricted stock unit represents a contingent right to receive one share of TIVO common stock. Anna Felix Attorney-in-Fact for Peter Halt 2017-03-03