SEC Form 3
FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 06/30/2020 | 3. Issuer Name and Ticker or Trading Symbol IAC/InterActiveCorp [ IAC ] | |||||||||||||
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock, par value $0.001(1) | 77,593(2) | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Restricted Stock Units(3) | 06/28/2021(3) | 06/28/2021(2) | Common Stock, par value $0.001 | 1,790 | 0 | D | |
Restricted Stock Units(4) | 06/12/2021(4) | 06/12/2022(3) | Common Stock, par value $0.001 | 2,379 | 0 | D | |
Restricted Stock Units(5) | 06/25/2021(5) | 06/25/2023(5) | Common Stock, par value $0.001 | 2,687 | 0 | D | |
Class B Common Stock, par value $0.001(6) | (7) | (7) | Common Stock, par value $0.001 | 446,053 | 0 | I | See Footnote(8) |
Explanation of Responses: |
1. Represents shares of IAC/InterActiveCorp common stock, par value $0.001 ("Common Stock"), held by the reporting person following the separation of Match Group, Inc. ("Match Group") from IAC /InterActiveCorp ("IAC") on June 30, 2020. |
2. Includes: (i) 66,004 shares of Common Stock held directly by the reporting person and (ii) 11,589 share units accrued under the Non-Employee Director Deferred Compensation Plan as of the date of this report. |
3. Represents restricted stock units, the last installment of which vests on June 28, 2021, subject to continued service. |
4. Represents restricted stock units, which vest in two equal installments on June 12, 2021 and 2022, subject to continued service. |
5. Represents restricted stock units that vest in equal installments over three years on the anniversary of the grant date (June 25, 2020), subject to continued service. |
6. Represents shares of IAC/InterActiveCorp Class B common stock, par value $0.001 ("Class B Common Stock"), held by the reporting person following the separation of Match Group from IAC on June 30, 2020. |
7. Shares of Class B common stock are convertible at the option of the holder on a one-for-one basis into shares of Common Stock at any time and do not have an expiration date. Each share of Class B Common Stock is entitled to ten votes per share and each share of Common Stock is entitled to one vote per share. |
8. Held by a family trust over which Mr. Von Furstenberg has investment power. Mr. Von Furstenberg disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein. |
Tanya M. Stanich as Attorney-in-Fact for Alexander von Furstenberg | 07/02/2020 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |