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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 | ||||||||
| Stock Option (Right to Buy Class A Common Stock) | $ 24.1 | 01/20/2015 | A | 125,000 | (3) | 01/20/2025 | Class A Common Stock | 125,000 | $ 0 | 125,000 | D | ||||
| Stock Option (Right to Buy Class A Common Stock) | $ 4.88 | (4) | 08/06/2019 | Class A Common Stock | 18,461 | 18,461 | D | ||||||||
| Stock Option (Right to Buy Class A Common Stock) | $ 11.87 | (5) | 06/16/2020 | Class A Common Stock | 18,461 | 18,461 | D | ||||||||
| Stock Option (Right to Buy Class A Common Stock) | $ 10.66 | (6) | 10/27/2021 | Class A Common Stock | 18,461 | 18,461 | D | ||||||||
| Stock Option (Right to Buy Class A Common Stock) | $ 15.34 | (7) | 08/29/2022 | Class A Common Stock | 15,000 | 15,000 | D | ||||||||
| Stock Option (Right to Buy Class A Common Stock) | $ 13.04 | (8) | 01/24/2023 | Class A Common Stock | 48,000 | 48,000 | D | ||||||||
| Stock Option (Right to Buy Class A Common Stock) | $ 23.95 | (9) | 01/23/2024 | Class A Common Stock | 60,000 | 60,000 | D | ||||||||
| Class B Common Stock (10) | (1) | 03/12/2014 | C | 500,000 (1) | (1) | (1) | Class A Common Stock | 500,000 | $ 0 | 24,444,283 | D | ||||
| Class B Common Stock (10) | (2) | 04/15/2014 | C | 3,000,000 (2) | (2) | (2) | Class A Common Stock | 3,000,000 | $ 0 | 21,444,283 | D | ||||
| Class B Common Stock (10) | (10) | (10) | (10) | Class A Common Stock | 1,562,573 | 1,562,573 | I | By Paul Family Irrevocable Trust U/A 4/6/10 (11) | |||||||
| Class B Common Stock (10) | (10) | (10) | (10) | Class A Common Stock | 435,350 | 435,350 | I | By David C. Paul Trust (12) | |||||||
| Class B Common Stock (10) | (10) | (10) | (10) | Class A Common Stock | 435,350 | 435,350 | I | By Sonali Paul Trust (13) | |||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Paul David C VALLEY FORGE BUSINESS CENTER 2560 GENERAL ARMISTEAD AVENUE AUDUBON, PA 19403 |
X | X | Chief Executive Officer | |
| /s/ David P. Creekman, Attorney-in-Fact | 01/22/2015 | |
| **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) | The Company's Class B Common Stock converted into the Company's Class A Common Stock on a one-for-one basis upon the reporting person's gift of the shares and has no expiration date. |
| (2) | The Company's Class B Common Stock converted into the Company's Class A Common Stock on a one-for-one basis at the election of the reporting person and has no expiration date. |
| (3) | These options were granted on January 20, 2015, and vest over a four-year period with one-fourth (1/4) of the options granted vesting on January 1, 2016, the first anniversary of the vesting commencement date, and the balance of the options granted vesting ratably on a monthly basis over the following 36 months. |
| (4) | These options were granted on August 6, 2009, and vested over a four-year period with one-fourth (1/4) of the options granted vesting on January 1, 2010, the first anniversary of the vesting commencement date, and the balance of the options granted vesting ratably on a monthly basis over the following 36 months. |
| (5) | These options were granted on June 16, 2010, and vested over a four-year period with one-fourth (1/4) of the options granted vesting on January 1, 2011, the first anniversary of the vesting commencement date, and the balance of the options granted vesting ratably on a monthly basis over the following 36 months. |
| (6) | These options were granted on October 27, 2011, and vest over a four-year period with one-fourth (1/4) of the options granted vesting on January 1, 2012, the first anniversary of the vesting commencement date, and the balance of the options granted vesting ratably on a monthly basis over the following 36 months. |
| (7) | These options were granted on August 29, 2012, and vest over a four-year period with one-fourth (1/4) of the options granted vesting on January 1, 2013, the first anniversary of the vesting commencement date, and the balance of the options granted vesting ratably on a monthly basis over the following 36 months. |
| (8) | These options were granted on January 24, 2013, and vest over a four-year period with one-fourth (1/4) of the options granted vesting on January 1, 2014, the first anniversary of the vesting commencement date, and the balance of the options granted vesting ratably on a monthly basis over the following 36 months. |
| (9) | These options were granted on January 23, 2014, and vest over a four-year period with one-fourth (1/4) of the options granted vesting on January 1, 2015, the first anniversary of the vesting commencement date, and the balance of the options granted vesting ratably on a monthly basis over the following 36 months. |
| (10) | From the date of acquisition, the Company's Class B Common Stock converts into the Company's Class A Common Stock on a one-for-one basis (i) at the option of the holder, (ii) upon certain transfers, (iii) upon the closing of the Company's initial public offering if at that time the Company's Class B Common Stock that the holder beneficially owns is less than 10% of the aggregate number of all outstanding shares of the Company's common stock, and (iv) immediately if, at any time following the initial public offering of the Company's common stock, the Company's Class B Common Stock that the holder beneficially owns represents less than 5% of all outstanding shares of the Company's common stock. |
| (11) | These shares are held in a trust for the benefit of the reporting person's spouse and children. The reporting person's spouse is trustee of the trust. |
| (12) | These shares are held in a trust for the benefit of a child of the reporting person. The reporting person's spouse is trustee of the trust. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. |
| (13) | These shares are held in a trust for the benefit of a child of the reporting person. The reporting person is trustee of the trust. |