0001491778-17-000228.txt : 20171003
0001491778-17-000228.hdr.sgml : 20171003
20171003214814
ACCESSION NUMBER: 0001491778-17-000228
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170929
FILED AS OF DATE: 20171003
DATE AS OF CHANGE: 20171003
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Brown Darin E.
CENTRAL INDEX KEY: 0001660796
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35339
FILM NUMBER: 171120236
MAIL ADDRESS:
STREET 1: 1030 EAST WASHINGTON STREET
CITY: INDIANAPOLIS
STATE: IN
ZIP: 46202
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Angie's List, Inc.
CENTRAL INDEX KEY: 0001491778
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310]
IRS NUMBER: 272440197
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1030 EAST WASHINGTON STREET
STREET 2: SUITE 100
CITY: INDIANAPOLIS
STATE: IN
ZIP: 46202
BUSINESS PHONE: 317-803-3973
MAIL ADDRESS:
STREET 1: 1030 EAST WASHINGTON STREET
STREET 2: SUITE 100
CITY: INDIANAPOLIS
STATE: IN
ZIP: 46202
4
1
wf-form4_150708168017193.xml
FORM 4
X0306
4
2017-09-29
1
0001491778
Angie's List, Inc.
ANGI
0001660796
Brown Darin E.
ANGIE'S LIST, INC.
1030 EAST WASHINGTON STREET
INDIANAPOLIS
IN
46202
0
1
0
0
Chief Technology Officer
Common Stock
2017-09-29
4
D
0
12293
0
D
0
D
Stock Options (right to buy)
5.81
2017-09-29
4
D
0
92593
0
D
2025-01-08
Common Stock
92593.0
0
D
Restricted Stock Units (RSU)
0.0
2017-09-29
4
D
0
20673
0
D
Common Stock
20673.0
0
D
Stock Options (right to buy)
8.82
2017-09-29
4
D
0
67708
0
D
2026-02-26
Common Stock
67708.0
0
D
Restricted Stock Units (RSU)
0.0
2017-09-29
4
D
0
23030
0
D
Common Stock
23030.0
0
D
On September 29, 2017, the closing date of the transactions (the "Closing") contemplated by the Agreement and Plan of Merger, dated as of May 1, 2017, as amended by Amendment No. 1 to the Agreement and Plan of Merger, dated as of August 26, 2017 (the "Merger Agreement"), by and among Angie's List, Inc. ("Angie's List"), IAC/InterActiveCorp, ANGI Homeservices Inc. ("ANGI Homeservices") and Casa Merger Sub, Inc., the outstanding shares of common stock of Angie's List ("Angie's List Common Stock") held by the Reporting Person were cancelled and converted on a 1:1 basis into shares of Class A common stock of ANGI Homeservices ("ANGI Homeservices Class A Common Stock").
In connection with the Closing and pursuant to the Merger Agreement, the outstanding options to purchase shares of Angie's List Common Stock were converted on a 1:1 basis into options to purchase shares of ANGI Homeservices Class A Common Stock, subject to the same terms and conditions, including vesting and the per share exercise price, as applied to such options to purchase Angie's List Common Stock immediately prior to the Closing.
These stock options were granted on January 8, 2015 and are vesting in four equal annual installments over a four-year period from the date of grant.
Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement, and there is no exercise price associated with the RSUs.
In connection with the Closing and pursuant to the Merger Agreement, the outstanding Angie's List RSUs were converted on a 1:1 basis into RSUs for shares of ANGI Homeservices Class A Common Stock, subject to the same terms and conditions, including vesting, as applied to such RSUs for shares of Angie's List Common Stock immediately prior to the Closing.
These RSUs were granted on December 14, 2015 and are vesting in four equal annual installments over a four-year period from the date of grant.
There is no expiration date with respect to RSUs.
These stock options were granted on February 26, 2016 and vested 25% on February 26, 2017 with the remaining 75% vesting in equal monthly installments over a three-year period thereafter.
These RSUs were granted on February 26, 2016 and vested 25% on February 26, 2017 with the remaining 75% vesting in equal quarterly installments over a three-year period thereafter.
/s/ Shannon M. Shaw, as Attorney-in-fact
2017-10-03