SEC Form 4
FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol NEULION, INC. [ NLN ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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3. Date of Earliest Transaction (Month/Day/Year) 05/16/2016 | ||||||||||||||||||||||||||
4. 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 Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 05/16/2016 | S | 150,000 | D | $0.8869(1) | 1,065,323 | D | |||
Common Stock | 05/18/2016 | M | 150,000 | A | $0.43 | 1,215,323 | D | |||
Restricted Common Stock | 200,000(2) | D | ||||||||
Restricted Common Stock | 600,000(3) | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Options (right to buy) | $0.43 | 05/18/2016 | M | 150,000 | (4) | 05/19/2016 | Common Stock | 150,000 | $0 | 0 | D |
Explanation of Responses: |
1. Multiple same-way open market sales effected on the same day within a one-dollar price range are reported on this line. The figure in the price column is the weighted average sale price for these transactions. These trades were executed on the Toronto Stock Exchange, and the sale prices were in Canadian dollars. The price per share for each sale was between Cdn$1.14 and Cdn$1.17. The sale prices were converted to US dollars by the executing broker using exchange rates between 1.2891 and 1.2901. The reporting person undertakes to provide, upon request by the Commission staff, NeuLion, Inc., or a security holder of NeuLion, Inc., full information regarding the number of shares sold at each separate price. |
2. The reporting person was granted these restricted shares subject to the terms of the Amended and Restated NeuLion, Inc. 2012 Omnibus Securities and Incentive Plan. The restricted shares vest at a rate of one-quarter of their allotted amount per year over four years. Vesting began on May 18, 2015. |
3. The reporting person was granted these restricted shares subject to the terms of the Amended and Restated NeuLion, Inc. 2012 Omnibus Securities and Incentive Plan. The restricted shares vest at a rate of one-quarter of their allotted amount per year over four years. Vesting began on March 7, 2016. |
4. The options vested in equal monthly increments over a 48-month period; the first increment vested on May 16, 2012. |
Remarks: |
/s/ J. Christopher Wagner | 05/18/2016 | |
** 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 4 (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. |