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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | (1) | 04/24/2014 | A | 175,000 | (2) | 04/24/2020 | Common Stock | 175,000 | $ 0 | 175,000 | D | ||||
Performance Restricted Stock Units | (1) | 04/24/2014 | A | 225,000 | (3) | 04/24/2020 | Common Stock | 225,000 | $ 0 | 225,000 | D | ||||
Performance Restricted Stock Units | (1) | 04/24/2014 | A | 350,000 | (4) | 04/24/2020 | Common Stock | 350,000 | $ 0 | 350,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
de Masi Niccolo C/O GLU MOBILE INC. 500 HOWARD STREET, SUITE 300 SAN FRANCISCO, CA 94105 |
X | President and CEO |
/s/ Niccolo M. de Masi | 04/25/2014 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Each restricted stock unit or performance restricted stock unit represents a contingent right to receive one share of Glu Mobile Inc. common stock. |
(2) | The restricted stock unit will vest as to 25% of the total number of shares of subject to the RSU on May 15, 2015 (the "RSU First Vesting Date"), with the remaining 75% of the underlying shares vesting in equal quarterly installments over the next three years following the RSU First Vesting Date on the same day of each third month (e.g., the first quarterly vesting date will be August 15, 2015, the next quarterly vesting date will be November 15, 2015, etc.); provided, however, that if any portion of the RSU vests on a date that is a non-trading day on The NASDAQ Stock Market, then the RSU will vest on the next trading day. |
(3) | The performance restricted stock unit will vest only if Glu's stock trades at or above $7.00 per share for 30 consecutive trading days (the "$7.00 Vesting Trigger"). Assuming the $7.00 Vesting Trigger has been met, the performance RSU vests as to 25% of the total number of shares of subject to the performance RSU on May 15, 2015 (the "Performance RSU First Vesting Date"), with the remaining 75% of the underlying shares vesting in equal 12.5% installments over the next three years following the Performance RSU First Vesting Date on the same day of each sixth month (e.g., the second vesting date will be November 15, 2015, the third vesting date will be May 15, 2016, etc.); provided, however, that if any portion of the performance RSU vests on a date that is a non-trading day on The NASDAQ Stock Market, then the performance RSU will vest on the next trading day. |
(4) | The performance restricted stock unit will vest only if Glu's stock trades at or above $10.00 per share for 30 consecutive trading days (the "$10.00 Vesting Trigger"). Assuming the $10.00 Vesting Trigger has been met, the performance RSU vests as to 25% of the total number of shares of subject to the performance RSU on the Performance RSU First Vesting Date, with the remaining 75% of the underlying shares vesting in equal 12.5% installments over the next three years following the Performance RSU First Vesting Date on the same day of each sixth month (e.g., the second vesting date will be November 15, 2015, the third vesting date will be May 15, 2016, etc.); provided, however, that if any portion of the performance RSU vests on a date that is a non-trading day on The NASDAQ Stock Market, then the performance RSU will vest on the next trading day. |