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).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden
hours per response... 0.5
                      
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
                      

1. Name and Address of Reporting Person *

PICKUS JOSHUA 		2. Issuer Name and Ticker or Trading Symbol

DemandTec, Inc. [ DMAN ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

ONE FRANKLIN PARKWAY, BUILDING 910 		3. Date of Earliest Transaction (MM/DD/YYYY)

2/14/2012
(Street)

SAN MATEO, CA 94403
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   2/14/2012     D    11299   D $13.20   (1) 6170   D    
Common Stock   2/14/2012     D    6170   D $13.20   (2) 0   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy)   $6.70   2/14/2012     D         82500      (3) 3/28/2017   Common Stock   82500   $6.50   (4) 0   D    
Non-Qualified Stock Option (right to buy)   $8.77   2/14/2012     D         15000      (3) 8/4/2016   Common Stock   15000   $4.43   (5) 0   D    
Non-Qualified Stock Option (right to buy)   $9.50   2/14/2012     D         7500      (3) 9/3/2014   Common Stock   7500   $3.70   (6) 0   D    
Non-Qualified Stock Option (right to buy)   $10.35   2/14/2012     D         15000      (3) 9/1/2015   Common Stock   15000   $2.85   (7) 0   D    

Explanation of Responses:
( 1)  In connection with a merger agreement between the Issuer and International Business Machines Corporation ("IBM"), this amount represents restricted stock units ("RSUs") that were fully accelerated and disposed of in exchange for a cash payment of $13.20 per share on the effective date of the merger.
( 2)  Disposed of pursuant to the merger agreement in exchange for a cash payment of $13.20 per share on the effective date of the merger.
( 3)  The stock option is fully vested and exercisable.
( 4)  Represents vested stock options that were disposed of pursuant to the merger agreement in exchange for a cash payment of $53,250.00, representing the difference between the merger consideration of $13.20 per share and the exercise price of the option on the effective date of the merger.
( 5)  Represents vested stock options that were disposed of pursuant to the merger agreement in exchange for a cash payment of $66,450.00, representing the difference between the merger consideration of $13.20 per share and the exercise price of the option on the effective date of the merger.
( 6)  Represents vested stock options that were disposed of pursuant to the merger agreement in exchange for a cash payment of $27,750.00, representing the difference between the merger consideration of $13.20 per share and the exercise price of the option on the effective date of the merger.
( 7)  Represents vested stock options that were disposed of pursuant to the merger agreement in exchange for a cash payment of $42,750.00, representing the difference between the merger consideration of $13.20 per share and the exercise price of the option on the effective date of the merger.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
PICKUS JOSHUA
ONE FRANKLIN PARKWAY
BUILDING 910
SAN MATEO, CA 94403 		X



Signatures
By: Michael McAdam, Attorney in Fact For: Joshua Pickus 2/16/2012
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
Demand Brands (PK) (USOTC:DMAN)
Gráfico Histórico do Ativo
De Dez 2024 até Jan 2025 Click aqui para mais gráficos Demand Brands (PK).
Demand Brands (PK) (USOTC:DMAN)
Gráfico Histórico do Ativo
De Jan 2024 até Jan 2025 Click aqui para mais gráficos Demand Brands (PK).