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 Angie's List, Inc. [ ANGI ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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3. Date of Earliest Transaction (Month/Day/Year) 08/17/2017 | ||||||||||||||||||||||||||
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 | 08/17/2017 | M | 13,109 | A | $9.18 | 28,668 | D | |||
Common Stock | 08/17/2017 | M | 39,331 | A | $6.74 | 67,999 | D | |||
Common Stock | 08/17/2017 | M | 8,066 | A | $8.82 | 76,065 | D | |||
Common Stock | 08/17/2017 | S | 60,506 | D | $12.003(1) | 15,559 | D | |||
Common Stock | 08/18/2017 | M | 27,239 | A | $8.82 | 42,798 | D | |||
Common Stock | 08/18/2017 | S | 27,239 | D | $12 | 15,559 | 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) | $9.18 | 08/17/2017 | M | 13,109 | (2) | 10/23/2022 | Common Stock | 13,109 | $9.18 | 0 | D | ||||
Stock Options (right to buy) | $6.74 | 08/17/2017 | M | 39,331 | (3) | 02/27/2025 | Common Stock | 39,331 | $6.74 | 39,331 | D | ||||
Stock Options (right to buy) | $8.82 | 08/17/2017 | M | 8,066 | (4) | 02/26/2026 | Common Stock | 8,066 | $8.82 | 91,621 | D | ||||
Stock Options (right to buy) | $8.82 | 08/18/2017 | M | 27,239 | (4) | 02/26/2026 | Common Stock | 27,239 | $8.82 | 64,382 | D |
Explanation of Responses: |
1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.00 to $12.01, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within ranges set forth in this Form 4. |
2. On October 23, 2012, Ms. Shaw was granted 13,109 stock options, which vested ratably on an annual basis over a four-year period from the grant date and became fully vested and exercisable on October 23, 2016. |
3. On February 27, 2015, Ms. Shaw was granted 78,662 stock options, 19,665 and 19,666 of which vested on February 27, 2016 and February 27, 2017, respectively. The remaining 39,331 unvested stock options outstanding under this grant will vest ratably in annual installments on the third and fourth anniversaries of the grant date. |
4. On February 26, 2016, Ms. Shaw was granted 99,687 stock options, 24,921 of which vested on February 26, 2017. Following the first anniversary of the grant date, the remaining unvested stock options outstanding began vesting ratably on a monthly basis, resulting in the vesting of an additional 10,384 stock options through July 26, 2017. The remaining 64,382 unvested stock options outstanding under this grant will continue to vest ratably on a monthly basis through February 26, 2020. |
Remarks: |
/s/ Shannon M. Shaw | 08/21/2017 | |
** 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. |