0001179110-18-011105.txt : 20180904
0001179110-18-011105.hdr.sgml : 20180904
20180904201305
ACCESSION NUMBER: 0001179110-18-011105
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180901
FILED AS OF DATE: 20180904
DATE AS OF CHANGE: 20180904
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: LEE MARIE A
CENTRAL INDEX KEY: 0001440958
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34062
FILM NUMBER: 181053658
MAIL ADDRESS:
STREET 1: C/O INTERVAL LEISURE GROUP, INC.
STREET 2: 6262 SUNSET DRIVE
CITY: MIAMI
STATE: FL
ZIP: 33143
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ILG, LLC
CENTRAL INDEX KEY: 0001434620
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE AGENTS & MANAGERS (FOR OTHERS) [6531]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 6262 SUNSET DRIVE
CITY: MIAMI
STATE: FL
ZIP: 33143
BUSINESS PHONE: (305) 666-1861
MAIL ADDRESS:
STREET 1: 6262 SUNSET DRIVE
CITY: MIAMI
STATE: FL
ZIP: 33143
FORMER COMPANY:
FORMER CONFORMED NAME: ILG, Inc.
DATE OF NAME CHANGE: 20161014
FORMER COMPANY:
FORMER CONFORMED NAME: Interval Leisure Group, Inc.
DATE OF NAME CHANGE: 20080507
4
1
edgar.xml
FORM 4 -
X0306
4
2018-09-01
1
0001434620
ILG, LLC
ILG
0001440958
LEE MARIE A
6262 SUNSET DRIVE
MIAMI
FL
33143
0
1
0
0
EVP &Chief Information Officer
Common stock
2018-09-01
4
D
0
17048
D
0
D
Restricted Stock Units
0
2018-09-01
4
D
0
1495
0
D
Common Stock
1495
0
D
Restricted stock unit
0
2018-09-01
4
A
0
3776
0
A
2019-02-23
Common stock
3776
3776
D
Restricted stock units
0
2018-09-01
4
D
0
3776
0
D
Common stock
3776
0
D
Retricted Stock Units
0
2018-09-01
4
D
0
5667
0
D
Common stock
5667
0
D
Restricted stock unit
0
2018-09-01
4
A
0
9286
0
A
2019-05-12
Common stock
9286
9286
D
Restricted stock units
0
2018-09-01
4
D
0
9286
0
D
Common stock
9286
0
D
Restricted stock units
0
2018-09-01
4
D
0
9286
0
D
Common stock
9286
0
D
Restricted Stock Units
0
2018-09-01
4
D
0
4645
0
D
Common stock
4645
0
D
Restricted stock units
0
2018-09-01
4
A
0
6930
0
A
2020-02-14
Common stock
6930
6930
D
Restricted stock unit
0
2018-09-01
4
D
0
6930
0
D
Common stock
6930
0
D
Retricted Stock Units
0
2018-09-01
4
D
0
5775
0
D
Common stock
5775
0
D
Restricted Stock Units
0
2018-09-01
4
A
0
5774
0
A
2021-02-20
Common stock
5774
5774
D
Restricted stock units
0
2018-09-01
4
D
0
5774
0
D
Common stock
5774
0
D
Represents RSUs originally granted on February 24, 2015.
Represents RSUs originally granted on February 23, 2016.
Represents RSUs originally granted on May 12, 2016.
Represents RSUs originally granted on February 14, 2017.
Represents RSUs originally granted on February 20, 2018.
Pursuant to the Agreement and Plan of Merger, dated as of April 30, 2018 (the "Merger Agreement"), among ILG, Inc. (the "Company"), Marriott Vacations Worldwide Corporation ("MVW"), Ignite Holdco, Inc., Ignite Holdco Subsidiary, Inc., Volt Merger Sub, Inc. and Volt Merger Sub, LLC, each share of the Company's common stock, par value $0.01 per share ("ILG Common Stock"), was converted into the right to receive 0.165 shares of MVW's common stock, par value $0.01 per share ("MVW Common Stock"), and $14.75 in cash.
Pursuant to the Merger Agreement, through a series of transactions, each outstanding restricted stock unit ("RSU") was converted into the right to receive (A) an RSU of MVW with respect to the number of shares of MVW Common Stock, rounded up or down to the nearest share, determined by multiplying the number of shares (the "RSU Share Number") of ILG Common Stock subject to the original RSU by 0.165, subject to the same terms and conditions (including vesting conditions) as the original RSU and (B) a cash award in an amount determined by multiplying the RSU Share Number by $14.75, subject to the same vesting conditions as the original RSU.
Pursuant to the Merger Agreement, each outstanding performance-based restricted stock unit ("PSU") was converted into the right to receive (A) an RSU of MVW with respect to the number of shares of MVW Common Stock, rounded up or down to the nearest share, determined by multiplying the number of shares (the "PSU Share Number") of ILG Common Stock subject to the original PSU assuming achievement of applicable performance goals at target level by 0.165, subject to the same terms and conditions (including vesting conditions other than performance criteria) as the original PSU and (B) a cash award in an amount determined by multiplying the PSU Share Number by $14.75, subject to the same vesting conditions (other than performance criteria) as the original PSU.
Represents performance share awards deemed earned at target pursuant to the Merger Agreement.
/s/ Michele L. Keusch, attorney-in-fact
2018-09-04