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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 | ||||||||
Option to Purchase Ordinary Shares (5) | $ 6.41 | 09/02/2008 | M | 25,675 | (6) | 12/05/2013 | Ordinary Shares (5) | 25,675 | $ 0 | 370,214 | D | ||||
Option to Purchase Ordinary Shares (5) | $ 6.41 | 09/03/2008 | M | 72,658 | (6) | 12/05/2013 | Ordinary Shares (5) | 72,658 | $ 0 | 297,556 | D | ||||
Option to Purchase Ordinary Shares (5) | $ 9.9375 | 09/03/2008 | M | 8,855 | (7) | 12/09/2008 | Ordinary Shares (5) | 8,855 | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
DARCY COLM SKILLSOFT 107 NORTHEASTERN BLVD NASHUA, NH 03062 |
EVP Content Development |
/s/Greg Porto (for Colm Darcy) | 09/04/2008 | |
**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) | American Depositary Shares evidenced by American Depositary Receipts, each of which represents one Ordinary Share of SkillSoft Public Limited Company, nominal value 0.11 (Euro) per Ordinary Share. |
(2) | Sale made pursuant to the Mr. Darcy's Rule 10b5-1 Sales Plan adopted in April 2008. |
(3) | The price reported represents the weighted average price of the shares sold. Shares were sold at varying prices in the range of $10.95 - $10.99. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price. |
(4) | The price reported represents the weighted average price of the shares sold. Shares were sold at varying prices in the range of $10.95 - $10.985. The Reporting Person hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price. |
(5) | Each issued and outstanding Ordinary Share of the issuer, or Option to Purchase an Ordinary Share of the issuer, is represented by one (1) ADS. |
(6) | 25% of the shares subject to this option vested on December 5, 2007 and an additional 1/48th of the shares subject to the option vest each month thereafter for 36 months. |
(7) | 100% of the shares subject to this option were fully vested at 12/09/2002. |