0001179110-15-011111.txt : 20150710
0001179110-15-011111.hdr.sgml : 20150710
20150710191410
ACCESSION NUMBER: 0001179110-15-011111
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150708
FILED AS OF DATE: 20150710
DATE AS OF CHANGE: 20150710
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Rally Software Development Corp
CENTRAL INDEX KEY: 0001313911
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 841597294
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0131
BUSINESS ADDRESS:
STREET 1: 3333 WALNUT STREET
CITY: BOULDER
STATE: CO
ZIP: 80301
BUSINESS PHONE: 303-565-2800
MAIL ADDRESS:
STREET 1: 3333 WALNUT STREET
CITY: BOULDER
STATE: CO
ZIP: 80301
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Lejeal James M
CENTRAL INDEX KEY: 0001573548
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35868
FILM NUMBER: 15984553
MAIL ADDRESS:
STREET 1: 3333 WALNUT STREET
CITY: BOULDER
STATE: CO
ZIP: 80301
4
1
edgar.xml
FORM 4 -
X0306
4
2015-07-08
1
0001313911
Rally Software Development Corp
RALY
0001573548
Lejeal James M
3333 WALNUT STREET
BOULDER
CO
80301
0
1
0
0
CFO and Treasurer
Common Stock
2015-07-08
4
U
0
166005
19.50
D
75899
D
Common Stock
2015-07-08
4
D
0
75400
19.50
D
499
D
Common Stock
2015-07-08
4
D
0
499
19.50
D
0
D
Stock Option (right to buy)
.65
2015-07-08
4
D
0
279
D
2016-11-14
Common Stock
279
0
D
Stock Option (right to buy)
5.475
2015-07-08
4
D
0
79999
D
2021-07-31
Common Stock
79999
0
D
Stock Option (right to buy)
13.38
2015-07-08
4
D
0
33900
D
2024-03-30
Common Stock
33900
0
D
Stock Option (right to buy)
15.54
2015-07-08
4
D
0
66000
D
2025-03-31
Common Stock
66000
0
D
Includes 1,200 shares acquired under the Issuer's 2013 Employee Stock Purchase Plan on June 15, 2015.
Per the terms of the Acquisition Agreement, dated May 27, 2015, among the Issuer, CA, Inc., a Delaware corporation, and Grand Prix Acquisition Corp., a Delaware corporation (the "Agreement"), and the Offer (as defined in the Agreement), each share of Issuer common stock was tendered for $19.50 per share in cash, without interest and less any required withholding taxes.
Includes 499 shares acquired under the Issuer's 2013 Employee Stock Purchase Plan on July 2, 2015.
Per the terms of the Agreement, each restricted stock unit award that was outstanding as of immediately prior to the Effective Time (as defined in the Agreement) was cancelled and converted to the right to receive cash in an amount equal to $19.50 per share, without interest and less any required withholding taxes.
Disposed of pursuant to the Agreement in which the Issuer's common stockholders, as of the Effective Time were entitled to receive the merger consideration of $19.50 per share in cash, without interest and less any required withholding taxes.
Per the terms of the Agreement, each stock option that was outstanding as of immediately prior to the Effective Time was cancelled and converted into the right to receive cash in an amount equal to (i) the total number of shares subject to each such vested option immediately prior to the Closing (as defined in the Agreement) multiplied by (ii) the excess, if any, of (x) $19.50 per share, over (y) the exercise price payable per share under each such stock option, without interest and less any required withholding taxes.
/s/ David A. Huberman, Attorney-in-Fact
2015-07-10