0001209191-15-080127.txt : 20151113 0001209191-15-080127.hdr.sgml : 20151113 20151113200248 ACCESSION NUMBER: 0001209191-15-080127 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20151112 FILED AS OF DATE: 20151113 DATE AS OF CHANGE: 20151113 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: XOOM Corp CENTRAL INDEX KEY: 0001315657 STANDARD INDUSTRIAL CLASSIFICATION: FUNCTIONS RELATED TO DEPOSITORY BANKING, NEC [6099] IRS NUMBER: 943401054 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 425 MARKET STREET 12TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 415-660-1089 MAIL ADDRESS: STREET 1: 425 MARKET STREET 12TH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94105 FORMER COMPANY: FORMER CONFORMED NAME: XOOM CORP DATE OF NAME CHANGE: 20050127 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: King Julian CENTRAL INDEX KEY: 0001554601 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35801 FILM NUMBER: 151230763 MAIL ADDRESS: STREET 1: C/O XOOM CORPORATION STREET 2: 100 BUSH STREET, SUITE 300 CITY: SAN FRANCISCO STATE: CA ZIP: 94104 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2015-11-12 1 0001315657 XOOM Corp XOOM 0001554601 King Julian C/O XOOM CORPORATION 425 MARKET ST., 12TH FLOOR SAN FRANCISCO CA 94105 0 1 0 0 Senior Vice President Common Stock 2015-11-12 4 D 0 16656 25.00 D 0 D Stock Option (Right to Buy) 1.00 2015-11-12 4 D 0 5657 0.00 D 2018-04-24 Common Stock 5657 0 D Stock Option (Right to Buy) 4.48 2015-11-12 4 D 0 147500 0.00 D 2020-04-20 Common Stock 147500 0 D Stock Option (Right to Buy) 6.84 2015-11-12 4 D 0 140000 0.00 D 2022-03-15 Common Stock 140000 0 D Stock Option (Right to Buy) 26.52 2015-11-12 4 D 0 200000 0.00 D 2024-01-16 Common Stock 200000 0 D Stock Option (Right to Buy) 15.71 2015-11-12 4 D 0 90000 0.00 D 2025-02-09 Common Stock 90000 0 D Performance Stock Units 0.00 2015-11-12 4 D 0 36900 0.00 D Common Stock 36900 0 D Disposed of pursuant to a merger agreement between the Issuer, PayPal, Inc., Timer Acquisition Corp., and PayPal Holdings, Inc., dated July 1, 2015 (the "Merger Agreement") in exchange for a cash payment of $25.00 per share, without interest and less applicable withholding taxes. This option, which provided for vesting in installments from April 24, 2008 to April 24, 2012 at 1/48th monthly with a one-year cliff, was cancelled, terminated and extinguished pursuant to the Merger Agreement in exchange for a cash payment in the amount by which the per share merger price of $25.00 exceeded the exercise price of the option as of the effective time of the merger, without interest and less applicable withholding taxes. This option, which provided for vesting in installments from April 20, 2010 to April 20, 2015 at 1/60th monthly with a one-year cliff, was cancelled, terminated and extinguished pursuant to the Merger Agreement in exchange for a cash payment in the amount by which the per share merger price of $25.00 exceeded the exercise price of the option as of the effective time of the merger, without interest and less applicable withholding taxes. This option, which provided for immediate exercisability as of the grant date with vesting in five annual installments from March 15, 2012, was cancelled pursuant to the Merger Agreement. The vested portion of the option for 84,000 shares was cancelled, terminated and extinguished in exchange for a cash payment in the amount by which the per share merger price of $25.00 exceeded the exercise price of the option as of the effective time of the merger, without interest and less applicable withholding taxes. The unvested portion of the option for 56,000 shares was cancelled, terminated and converted into an option to purchase 38,117 shares of PayPal Holdings, Inc. common stock at $10.05 per share. This option, which provided for vesting in forty-eight monthly installments from January 16, 2014, was cancelled, terminated and extinguished for no consideration pursuant to the Merger Agreement because the exercise price of such option exceeded the per share merger price of $25.00. This option, which provided for vesting in forty-eight monthly installments from January 29, 2015, was cancelled pursuant to the Merger Agreement. The vested portion of the option for 16,874 shares was cancelled, terminated and extinguished in exchange for a cash payment in the amount by which the per share merger price of $25.00 exceeded the exercise price of the option as of the effective time of the merger, without interest and less applicable withholding taxes. The unvested portion of the option for 73,126 shares was cancelled, terminated and converted into an option to purchase 49,774 shares of PayPal Holdings, Inc. common stock at $23.09 per share. This grant of performance stock units, which provided for vesting in three annual installments after January 29, 2015 subject to certain performance-based milestones, was assumed by PayPal Holdings, Inc. pursuant to the Merger Agreement. The grant was converted to a grant of restricted stock units that converted to 25,115 shares of PayPal Holdings, Inc. common stock with continued time-based vesting requirements. /s/ Christopher G. Ferro, Attorney-in-Fact 2015-11-13