- Statement of Changes in Beneficial Ownership (4)
27 Maio 2010 - 5:05PM
Edgar (US Regulatory)
FORM 4
[
X
]
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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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(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Amato Anthony Paul
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2. Issuer Name
and
Ticker or Trading Symbol
SKILLSOFT PUBLIC LIMITED CO
[
SKIL
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chief Accounting Officer
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(Last)
(First)
(Middle)
107 NORTHEASTERN BLVD
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3. Date of Earliest Transaction
(MM/DD/YYYY)
5/26/2010
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(Street)
NASHUA, NH 03062
(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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Ordinary Shares
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5/26/2010
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M
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75000
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A
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$3.66
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75000
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D
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Ordinary Shares
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5/26/2010
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F
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24400
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D
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$11.25
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50600
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D
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Ordinary Shares
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5/26/2010
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S
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50600
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D
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(1)
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0
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D
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Oridnary Shares
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5/26/2010
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M
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45000
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A
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$5.99
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45000
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D
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Ordinary Shares
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5/26/2010
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F
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23960
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D
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$11.25
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21040
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D
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Ordinary Shares
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5/26/2010
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S
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21040
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D
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(2)
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0
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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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Option to Purchase Ordinary Shares
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$3.66
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5/26/2010
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M
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75000
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(3)
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5/27/2013
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Ordinary Shares
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75000
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$0
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0
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D
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Option to Purchase Ordinary Shares
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$5.99
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5/26/2010
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M
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45000
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(4)
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6/12/2013
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Ordinary Shares
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45000
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$0
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0
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D
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Option to Purchase Ordinary Shares
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$12.50
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5/26/2010
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D
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25000
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(5)
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12/5/2013
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Ordinary Shares
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25000
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(5)
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0
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D
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Explanation of Responses:
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(
1)
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These shares were disposed of pursuant to the Transaction Agreement regarding a scheme of arrangement (the "Transaction Agreement") between issuer and SSI Investments III Limited ("SSI") in exchange for a cash payment of $569,250 ($11.25 per share), subject to applicable tax withholding.
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(
2)
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These shares were disposed of pursuant to the Transaction Agreement for a cash payment of $236,700 ($11.25 per share), subject to applicable tax withholding.
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(
3)
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This option was 100% vested at May 1, 2007.
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(
4)
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25% of the shares subject to this option vested on June 12, 2007, and an additional 1/48th of the shares subject to this option vest each month thereafter for 36 months.
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(
5)
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This option was fully vested at April 20, 2008. Pursuant to the terms of the Transaction Agreement, this option, the exercise price of which exceeds the transaction consideration of $11.25 per share, was cancelled with no consideration paid to the Reporting Person.
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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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Amato Anthony Paul
107 NORTHEASTERN BLVD
NASHUA, NH 03062
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Chief Accounting Officer
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Signatures
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Anthony Amato
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5/27/2010
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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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