Statement of Changes in Beneficial Ownership (4)
June 03 2014 - 4:34PM
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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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Heys Mark James
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2. Issuer Name
and
Ticker or Trading Symbol
Vocus, Inc.
[
VOCS
]
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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 Technology Officer
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(Last)
(First)
(Middle)
12051 INDIAN CREEK COURT
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3. Date of Earliest Transaction
(MM/DD/YYYY)
5/30/2014
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(Street)
BELTSVILLE, MD 20705
(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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Common Stock
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5/30/2014
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U
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98321
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D
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$18.00
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0
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D
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Common Stock
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5/30/2014
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D
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40000
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D
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$18.00
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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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Employee stock option (right to buy)
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$14.40
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5/30/2014
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D
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36632
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(1)
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2/25/2020
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Common stock
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36632
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$3.60
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0
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D
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Employee stock option (right to buy)
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$13.25
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5/30/2014
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D
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56103
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(1)
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3/30/2022
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Common stock
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56103
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$4.75
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0
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D
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Employee stock option (right to buy)
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$13.94
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5/30/2014
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D
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73147
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(1)
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2/21/2023
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Common stock
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73147
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$4.06
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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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This option was canceled as part of the tender offer by GTCR Valor Merger Sub, Inc. for all outstanding shares of Vocus, Inc. ("Vocus") common stock at an offer price of $18 per share (the "Offer Price"), and the further short-form merger in which GTCR Valor Merger Sub, Inc. merged with and into Vocus, with Vocus surviving the merger and continuing as a wholly-owned subsidiary of GTCR Valor Companies, Inc. The option was canceled in exchange for a cash payment determined using the difference between the exercise price of the option and the Offer Price.
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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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Heys Mark James
12051 INDIAN CREEK COURT
BELTSVILLE, MD 20705
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Chief Technology Officer
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Signatures
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Kristie W. Scott, Attorney-in-fact
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6/3/2014
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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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