Birge Robert M 4

Accession 0001181431-12-042370

CIK 0001312928other

View on SEC.gov Company Profile

Filed

Jul 25, 8:00 PM ET

Accepted

Jul 26, 8:37 PM ET

Size

21.0 KB

Accession

0001181431-12-042370

Insider Transaction Report

Form 4

Period: 2012-07-25

KAYAK SOFTWARE CorpKYAK

Birge Robert M

Chief Marketing Officer

Transactions

Other
Stock Option (right to buy)
2012-07-25−150,000→ 0 total
Exercise: $7.50Exp: 2019-05-18→ Common Stock (150,000 underlying)
Other
Stock Option (right to buy)
2012-07-25−120,000→ 0 total
Exercise: $14.82Exp: 2020-09-30→ Common Stock (120,000 underlying)
Other
Class B Common Stock
2012-07-25+26,886→ 26,886 total
→ Class A Common Stock (26,886 underlying)
Other
Stock Option (right to buy)
2012-07-25−75,000→ 0 total
Exercise: $26.00Exp: 2022-07-19→ Common Stock (75,000 underlying)
Other
Stock Option (right to buy)
2012-07-25+75,000→ 75,000 total
Exercise: $26.00Exp: 2022-07-19→ Class B Common Stock (75,000 underlying)
Other
Common Stock
2012-07-25−26,886→ 0 total
Other
Stock Option (right to buy)
2012-07-25+150,000→ 150,000 total
Exercise: $7.50Exp: 2019-05-18→ Class B Common Stock (150,000 underlying)
Other
Stock Option (right to buy)
2012-07-25+120,000→ 120,000 total
Exercise: $14.82Exp: 2020-09-30→ Class B Common Stock (120,000 underlying)

Footnotes (6)

[F1]Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock automatically converted into one share of Class B Common Stock upon the completion of the Issuer's initial public offering of Class A Common Stock.
[F2]Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will convert automatically into one share of Class A Common Stock upon (i) any transfer (subject to certain exceptions), or (ii) the death of a natural person holding Class B Common Stock. All authorized shares of Class B Common Stock will each convert automatically into Class A Common Stock on the seven-year anniversary of completion of the Issuer's initial public offering of Class A Common Stock.
[F3]Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock underlying the reported option automatically converted into one share of Class B Common Stock upon the completion of the Issuer's initial public offering of Class A Common Stock.
[F4]Twenty-five percent of the shares underlying the option vested on May 6, 2010. The balance of the shares vest in equal monthly installments beginning on June 6, 2010 and ending on May 6, 2013.
[F5]The shares underlying the option vest in equal monthly installments beginning on October 17, 2010 and ending on September 17, 2014.
[F6]Twenty-five percent of the shares underlying the option vest on July 19, 2013. The balance of the shares vest in equal monthly installments beginning on August 19, 2013 and ending on July 19, 2016.

Documents

1 file

4
rrd351564.xmlPrimary
FORM 4

Issuer

KAYAK SOFTWARE Corp

CIK 0001312928

→

Entity typeother

Related Parties

filerCIK 0001533126

Filing Metadata

Form type: 4
Filed: Jul 25, 8:00 PM ET
Accepted: Jul 26, 8:37 PM ET
Size: 21.0 KB

View on SEC.gov