Statement of Changes in Beneficial Ownership (4)
14 Dezember 2012 - 11:33PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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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
*
PATRICK JOHN R
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2. Issuer Name
and
Ticker or Trading Symbol
WEBMEDIABRANDS INC.
[
WEBM
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
117 WHIPSTICK ROAD
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3. Date of Earliest Transaction
(MM/DD/YYYY)
12/5/2012
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(Street)
RIDGEFIELD, CT 06877
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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12/12/2012
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P
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4054
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A
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$1.76
(1)
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25768
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D
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Common Stock
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12/13/2012
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P
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5000
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A
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$1.83
(2)
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30768
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Director Stock Option (right to buy)
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$2.29
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12/5/2012
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M
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3000
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(3)
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12/4/2022
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Common Stock
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3000
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$0.00
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3000
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D
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Director Stock Option (right to buy)
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$1.82
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(4)
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1/7/2013
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Common Stock
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2143
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2143
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D
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Director Stock Option (right to buy)
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$1.82
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(4)
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2/6/2013
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Common Stock
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714
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714
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D
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Director Stock Option (right to buy)
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$1.82
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(4)
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3/27/2013
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Common Stock
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724
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724
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D
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Director Stock Option (right to buy)
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$1.82
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(4)
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9/17/2013
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Common Stock
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2857
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2857
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D
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Director Stock Option (right to buy)
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$1.82
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(4)
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9/17/2013
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Common Stock
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1429
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1429
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D
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Director Stock Option (right to buy)
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$3.08
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(4)
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3/4/2014
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Common Stock
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3714
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3714
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D
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Director Stock Option (right to buy)
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$1.82
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(4)
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3/30/2014
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Common Stock
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143
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143
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D
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Director Stock Option (right to buy)
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$1.82
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(4)
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9/15/2014
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Common Stock
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179
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179
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D
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Director Stock Option (right to buy)
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$1.82
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(4)
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9/15/2014
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Common Stock
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1429
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1429
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D
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Director Stock Option (right to buy)
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$1.82
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(4)
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9/15/2014
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Common Stock
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2679
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2679
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D
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Director Stock Option (right to buy)
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$4.90
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(4)
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12/9/2014
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Common Stock
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3714
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3714
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D
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Director Stock Option (right to buy)
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$1.82
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(4)
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2/11/2015
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Common Stock
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143
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143
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D
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Director Stock Option (right to buy)
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$1.82
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(4)
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6/9/2015
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Common Stock
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1071
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1071
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D
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Director Stock Option (right to buy)
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$1.82
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(4)
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6/9/2015
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Common Stock
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1571
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1571
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D
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Director Stock Option (right to buy)
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$1.82
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(4)
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7/7/2015
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Common Stock
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143
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143
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D
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Director Stock Option (right to buy)
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$1.82
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(4)
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6/7/2016
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Common Stock
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3715
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3715
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D
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Director Stock Option (right to buy)
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$5.60
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(5)
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9/27/2020
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Common Stock
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3714
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3714
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D
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Director Stock Option (right to buy)
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$6.44
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(6)
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9/8/2021
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Common Stock
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3714
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3714
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D
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Explanation of Responses:
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(
1)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.675 to $1.81, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4.
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(
2)
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The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.81 to $1.85, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.
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(
3)
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Option vests 33.33% ratably over a three-year period on 12/05/2013, 12/05/2014 and 12/05/2015.
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(
4)
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Options are 100% vested.
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(
5)
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The options were awarded on 09/27/2010 and vest over three years, with one-third vesting on each of the first, second and third anniversaries of the date of grant.
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(
6)
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The options were awarded on 09/08/2011 and vest over three years, with one-third vesting on each of the first, second and third anniversaries of the date of grant.
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Remarks:
Share numbers and exercise prices have been amended to reflect the one-for-seven reverse stock split effected on August 16, 2012.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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PATRICK JOHN R
117 WHIPSTICK ROAD
RIDGEFIELD, CT 06877
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X
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Signatures
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/s/ David P. Creekman, Attorney-in-Fact
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12/14/2012
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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