0000899243-21-042489.txt : 20211102 0000899243-21-042489.hdr.sgml : 20211102 20211102191702 ACCESSION NUMBER: 0000899243-21-042489 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211029 FILED AS OF DATE: 20211102 DATE AS OF CHANGE: 20211102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Stretch Leslie CENTRAL INDEX KEY: 0001343936 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38982 FILM NUMBER: 211373099 MAIL ADDRESS: STREET 1: 4140 DUBLIN BLVD STREET 2: SUITE 400 CITY: DUBLIN STATE: CA ZIP: 94568 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Medallia, Inc. CENTRAL INDEX KEY: 0001540184 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 575 MARKET STREET STREET 2: SUITE 1850 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: (650) 321-3000 MAIL ADDRESS: STREET 1: 575 MARKET STREET STREET 2: SUITE 1850 CITY: SAN FRANCISCO STATE: CA ZIP: 94105 FORMER COMPANY: FORMER CONFORMED NAME: Medallia Inc. DATE OF NAME CHANGE: 20120123 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-10-29 1 0001540184 Medallia, Inc. MDLA 0001343936 Stretch Leslie C/O MEDALLIA, INC. 575 MARKET STREET, SUITE 1850 SAN FRANCISCO CA 94105 1 1 0 0 President and CEO Common Stock 2021-10-29 4 D 0 131004 D 605275 D Common Stock 2021-10-29 4 D 0 605275 D 0 D Employee Stock Option (right to buy) 6.26 2021-10-29 4 D 0 4309873 34.00 D 2028-08-22 Common Stock 4309873 0 D Employee Stock Option (right to buy) 6.73 2021-10-29 4 D 0 5707393 34.00 D 2028-11-13 Common Stock 5707393 0 D Pursuant to the Agreement and Plan of Merger between the Issuer, Project Metal Parent, LLC and Project Metal Merger Sub, Inc. dated July 25, 2021, each share of issued and outstanding Issuer common stock was cancelled and converted into the right to receive $34.00 in cash. The shares are represented by restricted stock units, or RSUs. At the effective time of the merger, the RSUs were cancelled and converted into a right to receive $34.00 in cash for each outstanding unit which will vest and be payable at the same time as the unvested RSUs for which such cash amount was exchanged would have vested pursuant to its terms. The option provided for vesting of one-fourth of the total shares subject to the option on August 20, 2019 and 1/48th of the total shares vesting monthly thereafter. At the effective time of the merger, the 3,401,961 vested options were cancelled in exchange for a cash payment representing the difference between $34.00 and the exercise price of the option per share. The remaining 907,912 unvested options were cancelled and converted into the right to receive a cash payment which represents the difference between $34.00 and the exercise price of the option per share for each outstanding unvested option which will vest and be payable at the same time as the unvested options for which such cash amount was exchanged would have vested pursuant to its terms. The option provided for vesting of one-fourth of the total shares subject to the option on October 15, 2019 and 1/48th of the total shares vesting monthly thereafter. At the effective time of the merger, the 3,790,483 vested options were cancelled in exchange for a cash payment representing the difference between $34.00 and the exercise price of the option per share. The remaining 1,916,910 unvested options were cancelled and converted into the right to receive a cash payment which represents the difference between $34.00 and the exercise price of the option per share for each outstanding unvested option which will vest and be payable at the same time as the unvested options for which such cash amount was exchanged would have vested pursuant to its terms. /s/ Roxanne Oulman, by power of attorney 2022-11-02