Filing Details

Accession Number:
0001593678-14-000011
Form Type:
4
Zero Holdings:
No
Publication Time:
2014-03-04 20:50:20
Reporting Period:
2014-03-01
Filing Date:
2014-03-04
Accepted Time:
2014-03-04 20:50:20
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1424454 Rovi Corp ROVI Patent Owners & Lessors (6794) 261739297
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1593678 A. Pamela Sergeeff C/O Rovi Corporation
2830 De La Cruz Blvd
Santa Clara CA 95050
Evp, General Counsel No Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2014-03-01 50,000 $0.00 99,996 No 4 A Direct
Common Stock Disposition 2014-03-03 5,082 $22.55 94,914 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 A Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Performance Rights Acquisiton 2014-03-01 20,000 $0.00 20,000 $0.00
Common Stock Employee Stock Option (right to buy) Acquisiton 2014-03-01 18,500 $0.00 18,500 $24.84
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
20,000 2017-03-01 No 4 A Direct
18,500 2015-03-01 2021-03-01 No 4 A Direct
Footnotes
  1. Granted March 1, 2014, this restricted stock award vests over four years with 25% vesting on each of the annual anniversaries of the grant date.
  2. Shares sold to cover tax withholdings associated with the vesting of restricted stock.
  3. Shares sold on the open market are reported as an average sell price per share of $22.55; breakdown of shares sold and per share sale prices are as follows: 4,632 at $22.50; 45 at $22.94; 91 at $23.02; 235 at 23.03 and 79 at $23.09.
  4. The restricted stock award will be measured over a period of three years based on the achievement of total annual adjusted pro forma revenue and adjusted pro forma operating profit performance metrics (each measured on a calendar year basis). At the end of the three-year period, an average vesting factor will be applied to the total grant amount to determine the total amount eligible to vest based on achievement of the performance metrics. A modifier based upon total shareholder return over the three-year period will then be applied to determine the actual amount of shares to be vested.
  5. Granted March 1, 2014; vests one-fourth (1/4) on the first anniversary of the date of grant and the remaining three-fourths (3/4) vesting in equal monthly increments over the next three years.