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SAJA Sajan, Inc.

5.82
0.00 (0.00%)
After Hours
Last Updated: 01:00:00
Delayed by 15 minutes
Share Name Share Symbol Market Type
Sajan, Inc. NASDAQ:SAJA NASDAQ Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 5.82 4.17 7.46 0 01:00:00

Statement of Changes in Beneficial Ownership (4)

19/07/2017 9:46pm

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Rogers Michael W
2. Issuer Name and Ticker or Trading Symbol

SAJAN INC [ SAJA ]
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)

19800 SWEETWATER CURVE
3. Date of Earliest Transaction (MM/DD/YYYY)

7/19/2017
(Street)

SHOREVIEW, MN 55331
(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   7/19/2017     D    12472   D $5.83   (1) 0   D  
 
Common Stock   7/19/2017     D    1914   D $5.83   (1) 0   I   By Rogers Family Limited Partnership c/o Michael W. Rogers  
Common Stock   7/19/2017     D    1914   D $5.83   (1) 0   I   By Michael W. Rogers and Amy S. Rogers, Trustees Michael W. Rogers Revocable Trust U/A/D 02/07/2002  

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
Stock Option (Right to Buy)   $6.60   7/19/2017     D         1250      (2) 2/23/2020   Common Stock   1250     (2) 0   D  
 
Stock Option (Right to Buy)   $5.60   7/19/2017     D         1250      (2) 6/11/2020   Common Stock   1250     (2) 0   D  
 
Stock Option (Right to Buy)   $5.20   7/19/2017     D         1250      (2) 6/8/2021   Common Stock   1250     (2) 0   D  
 
Stock Option (Right to Buy)   $3.80   7/19/2017     D         1250      (2) 6/6/2022   Common Stock   1250     (2) 0   D  
 
Stock Option (Right to Buy)   $3.20   7/19/2017     D         1250      (2) 6/13/2023   Common Stock   1250     (2) 0   D  
 
Stock Option (Right to Buy)   $5.40   7/19/2017     D         2500      (2) 6/13/2024   Common Stock   2500     (2) 0   D  
 
Stock Option (Right to Buy)   $5.81   7/19/2017     D         2500      (2) 6/12/2025   Common Stock   2500     (2) 0   D  
 
Stock Option (Right to Buy)   $4.50   7/19/2017     D         2500      (2) 6/10/2026   Common Stock   2500     (2) 0   D  
 

Explanation of Responses:
(1)  Cancelled pursuant to the Agreement and Plan of Merger (the "Merger Agreement") by and among Sajan, Inc., a Minnesota corporation, Amplexor USA, Inc., a Delaware corporation, ("Amplexor"), and Amplexor Falcon, Inc., a Delaware corporation and a wholly-owned subsidiary of Amplexor, and converted into the right to receive $5.83 per share.
(2)  Pursuant to the Merger Agreement, each unvested stock option became fully vested and exercisable immediately prior to the effective time of the merger. Each stock option that was outstanding and unexercised as of the effective time of the merger and had an exercise price per share that was less than $5.83 was then cancelled and converted into the right to receive a cash payment equal to $5.83 minus the exercise price, multiplied by the number of shares issuable upon exercise of such stock option, less any required withholding of taxes.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Rogers Michael W
19800 SWEETWATER CURVE
SHOREVIEW, MN 55331
X



Signatures
/s/ John R. Houston as Attorney-in-Fact for Michael W. Rogers pursuant to Power of Attorney previously filed. 7/19/2017
** 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.

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1 Month Sajan, Inc. Chart