Mga Batayang Estadistika
| CIK | 1475274 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to RetailMeNot, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| June 6, 2017 |
SALE / RetailMeNot, Inc. / JP Morgan Chase & Co Passive Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(c) ( AMENDMENT 1) RETAILMENOT,INC. |
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| June 2, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-36005 RETAILMENOT, INC. (Exact name of registrant as specified in its c |
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| May 23, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 6 RETAILMENOT, INC. (Name of Subject Company) RETAILMENOT, INC. (Name of Persons Filing Statement) Series 1 Common Stock, par value $0.001 per share (Title of Class of Securities) 7613 |
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| May 23, 2017 |
As filed with the Securities and Exchange Commission on May 23, 2017 Registration No. |
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| May 23, 2017 |
As filed with the Securities and Exchange Commission on May 23, 2017 Registration No. |
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| May 23, 2017 |
As filed with the Securities and Exchange Commission on May 23, 2017 Registration No. |
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| May 23, 2017 |
S-8 POS 1 s001645s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on May 23, 2017 Registration No. 333-211501 Registration No. 333-204330 Registration No. 333-195843 Registration No. 333-190465 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8 REGISTRATION STATEMENT NO. 333-211501 POST-EFFECTIVE AMENDMENT NO. 1 |
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| May 23, 2017 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION RETAILMENOT, INC. ARTICLE I EX-3.1 2 s001645x9ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF RETAILMENOT, INC. ARTICLE I The name of the corporation is RetailMeNot, Inc. (the “Corporation”). ARTICLE II The address, including street, number, city, and county, of the registered office of the Corporation in the State of Delaware is 2711 Centerville Road, Suite 400, City of Wilmington 1980 |
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| May 23, 2017 |
AMENDED AND RESTATED RETAILMENOT, INC. dated as of May 23, 2017 TABLE OF CONTENTS Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF RETAILMENOT, INC. dated as of May 23, 2017 TABLE OF CONTENTS ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE 1 SECTION 2. OTHER OFFICES 1 ARTICLE II MEETINGS OF STOCKHOLDERS SECTION 1. ANNUAL MEETINGS 1 SECTION 2. SPECIAL MEETINGS 1 SECTION 3. VOTING 1 SECTION 4. QUORUM 2 SECTION 5. NOTICE OF MEETINGS 2 SECTION 6. ACTION WITHOUT MEETING 2 ARTICLE III DIRE |
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| May 23, 2017 |
8-K 1 s001645x98k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 23, 2017 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorpora |
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| May 23, 2017 |
Harland Clarke Holdings Corp. Completes Acquisition of Digital Savings Destination RetailMeNot, Inc. Exhibit (a)(5)(D) Harland Clarke Holdings Corp. Completes Acquisition of Digital Savings Destination RetailMeNot, Inc. SAN ANTONIO and AUSTIN, Texas, May 23, 2017 — Harland Clarke Holdings Corp. (“HCH”), a provider of best-in-class marketing services and integrated payment solutions and owner of Valassis (http://www.valassis.com/) a leader in intelligent media delivery, today announced the complet |
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| May 23, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14D-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 4) RETAILMENOT, INC. (Names of Subject Company) R ACQUISITION SUB, INC. (Offeror) A WHOLLY OWNED DIRECT SUBSIDIARY OF HARLAND CLARKE HOLDINGS CORP. (Parent of Offeror) (Names of Filin |
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| May 17, 2017 |
Termination of a Material Definitive Agreement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2017 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 15, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14D-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 3) RETAILMENOT, INC. (Names of Subject Company) R ACQUISITION SUB, INC. (Offeror) A WHOLLY OWNED DIRECT SUBSIDIARY OF HARLAND CLARKE HOLDINGS CORP. (Parent of Offeror) (Names of Filin |
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| May 12, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 5 RETAILMENOT, INC. (Name of Subject Company) RETAILMENOT, INC. (Name of Persons Filing Statement) Series 1 Common Stock, par value $0.001 per share (Title of Class of Securities) 7613 |
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| May 12, 2017 |
IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF DELAWARE Exhibit (a)(5)(h) IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF DELAWARE EDWARD MCNALLY, on behalf of himself and all others similarly situated, Plaintiff, v. |
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| May 12, 2017 |
IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF DELAWARE Exhibit (a)(5)(g) IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF DELAWARE ASHLEY BOENING, on behalf of herself and all others similarly situated, Plaintiff, v. |
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| May 12, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 4 RETAILMENOT, INC. (Name of Subject Company) RETAILMENOT, INC. (Name of Persons Filing Statement) Series 1 Common Stock, par value $0.001 per share (Title of Class of Securities) 7613 |
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| May 10, 2017 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2017 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission File Numb |
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| May 9, 2017 |
SC 14D9/A 1 s001645x5sc14d9a.htm SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 3 RETAILMENOT, INC. (Name of Subject Company) RETAILMENOT, INC. (Name of Persons Filing Statement) Series 1 Common Stock, par value $0.001 pe |
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| May 9, 2017 |
RetailMeNot, Inc. Frequently Asked Questions Regarding Treatment of Equity Awards Exhibit (a)(5)(F) RetailMeNot, Inc. Frequently Asked Questions Regarding Treatment of Equity Awards This communication is intended to answer some frequently asked questions that have been raised regarding the treatment of RetailMeNot, Inc. (“RMN”) equity awards in connection with the pending acquisition (the “Merger”) of RetailMeNot, Inc. by Harland Clarke Holdings Corp. (“HCH”). Capitalized terms |
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| May 2, 2017 |
SALE / RetailMeNot, Inc. 10-Q (Quarterly Report) 10-Q 1 sale331201710qdocument.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2017 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file numb |
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| May 1, 2017 |
SC 14D9/A 1 s001645x4sc14d9a.htm SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 2 RETAILMENOT, INC. (Name of Subject Company) RETAILMENOT, INC. (Name of Persons Filing Statement) Series 1 Common Stock, par value $0.001 pe |
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| May 1, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) retailmenot, INC. (Names of Subject Company) r ACQUISITION SUB, INC. (Offeror) a wholly Owned Direct subsidiary of HARLAND CLARKE HOLDINGS CORP. (Parent of Offeror) (Names of Filin |
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| April 28, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 Amendment No. 1 RETAILMENOT, INC. (Name of Subject Company) RETAILMENOT, INC. (Name of Persons Filing Statement) Series 1 Common Stock, par value $0.001 per share (Title of Class of Securities) 7613 |
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| April 28, 2017 |
Exhibit 99.(a)(5)(F) Case 1:99-mc-09999 Document 347 Filed 04/26/17 Page 1 of 17 PageID #: 39123 IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF DELAWARE LOUIS SCARANTINO, On Behalf of Himself ) and All Others Similarly Situated, ) ) Plaintiff, ) ) Case No. v. ) ) CLASS ACTION RETAILMENOT, INC., THOMAS BALL, ) JEFF CROWE, ERIC KORMAN, JULES MALTZ, ) DEMAND FOR JURY TRIAL GOKUL RAJARAM, GRE |
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| April 28, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14d-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) retailmenot, INC. (Names of Subject Company) r ACQUISITION SUB, INC. (Offeror) a wholly Owned Direct subsidiary of HARLAND CLARKE HOLDINGS CORP. (Parent of Offeror) (Names of Filin |
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| April 27, 2017 |
Submission of Matters to a Vote of Security Holders Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2017 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commissi |
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| April 24, 2017 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 RETAILMENOT, INC. (Name of Subject Company) RETAILMENOT, INC. (Name of Persons Filing Statement) Series 1 Common Stock, par value $0.001 per share (Title of Class of Securities) 76 |
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| April 24, 2017 |
EX-99.(A)(1)(D) 5 s001644x1exa1d.htm EXHIBIT (A)(1)(D) Exhibit (a)(1)(D) Offer To Purchase For Cash All Outstanding Shares of Series 1 Common Stock of RETAILMENOT, INC. a Delaware corporation at $11.60 NET PER SHARE Pursuant to the Offer to Purchase dated April 24, 2017 by R ACQUISITION SUB, INC. a direct wholly owned subsidiary of HARLAND CLARKE HOLDINGS CORP. THE OFFER AND WITHDRAWAL RIGHTS WILL |
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| April 24, 2017 |
EX-99.(B)(1) 7 s001644x1exb-1.htm EXHIBIT (B)(1) Exhibit (b)(1) Execution Version CREDIT SUISSE SECURITIES (USA) LLC Eleven Madison Avenue New York, NY 10010 CREDIT SUISSE AG Eleven Madison Avenue New York, NY 10010 MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED BANK OF AMERICA, N.A. One Bryant Park New York, NY 10036 CITIGROUP GLOBAL MARKETS INC. 390 Greenwich Street New York, NY 10013 Macqua |
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| April 24, 2017 |
Exhibit (a)(1)(F) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below), and the provisions herein are subject in their entirety to the provisions of the Offer (as defined below). |
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| April 24, 2017 |
Exhibit (a)(1)(B) LETTER OF TRANSMITTAL To Tender Shares of Series 1 Common Stock of RETAILMENOT, INC. |
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| April 24, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE TO (RULE 14D-100) Tender Offer Statement Pursuant to Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 RETAILMENOT, INC. (Names of Subject Company) R ACQUISITION SUB, INC. (Offeror) A WHOLLY OWNED DIRECT SUBSIDIARY OF HARLAND CLARKE HOLDINGS CORP. (Parent of Offeror) (Names of Filing Persons) SERIES |
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| April 24, 2017 |
Exhibit (a)(1)(A) Offer to Purchase for Cash All Outstanding Shares of Series 1 Common Stock of RetailMeNot, Inc. |
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| April 24, 2017 |
Exhibit (a)(1)(C) Offer To Purchase For Cash All Outstanding Shares of Common Stock of RETAILMENOT, INC. |
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| April 24, 2017 |
Exhibit (d)(2) CONFIDENTIALITY AGREEMENT This Confidentiality Agreement (this “Agreement”) is made by and between RetailMeNot, Inc. |
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| April 13, 2017 |
SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 RETAILMENOT, INC. (Name of Subject Company) RETAILMENOT, INC. (Name of Persons Filing Statement) Series 1 Common Stock, par value $0.001 per share (Title of Class of Securities) 76132B106 (C |
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| April 11, 2017 |
SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 RETAILMENOT, INC. (Name of Subject Company) RETAILMENOT, INC. (Name of Persons Filing Statement) Series 1 Common Stock, par value $0.001 per share (Title of Class of Securities) 76132B106 (C |
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| April 11, 2017 |
SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 RETAILMENOT, INC. (Name of Subject Company) RETAILMENOT, INC. (Name of Persons Filing Statement) Series 1 Common Stock, par value $0.001 per share (Title of Class of Securities) 76132B106 (C |
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| April 10, 2017 |
SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9 (Rule 14d-101) Solicitation/Recommendation Statement Under Section 14(d)(4) of the Securities Exchange Act of 1934 RETAILMENOT, INC. (Name of Subject Company) RETAILMENOT, INC. (Name of Persons Filing Statement) Series 1 Common Stock, par value $0.001 per share (Title of Class of Securities) 76132B106 (C |
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| April 10, 2017 |
8-K 1 d376411d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2017 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of inc |
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| April 10, 2017 |
EX-99.1 Exhibit 99.1 RetailMeNot to Be Acquired by Harland Clarke Holdings for $11.60 per share in Cash Transaction Dramatically Expands HCH and Valassis? Digital Scale, Advances RetailMeNot?s Goal in Becoming a Leading Savings Destination SAN ANTONIO and AUSTIN, Texas, April 10, 2017 ? Harland Clarke Holdings Corp. (?HCH?), a provider of best-in-class integrated payment solutions and marketing se |
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| April 10, 2017 |
EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among: Harland Clarke Holdings Corp., a Delaware corporation, R Acquisition Sub, Inc., a Delaware corporation, and RetailMeNot, Inc., a Delaware corporation Dated as of April 10, 2017 TABLE OF CONTENTS Article I The Offer Section 1.1 The Offer 2 Section 1.2 Company Actions 5 Article II The Merger Section 2.1 Merger of Purchas |
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| April 10, 2017 |
EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among: Harland Clarke Holdings Corp., a Delaware corporation, R Acquisition Sub, Inc., a Delaware corporation, and RetailMeNot, Inc., a Delaware corporation Dated as of April 10, 2017 TABLE OF CONTENTS Article I The Offer Section 1.1 The Offer 2 Section 1.2 Company Actions 5 Article II The Merger Section 2.1 Merger of Purchas |
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| April 10, 2017 |
SC TO-C 1 d376411d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2017 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of |
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| April 10, 2017 |
EX-99.1 Exhibit 99.1 RetailMeNot to Be Acquired by Harland Clarke Holdings for $11.60 per share in Cash Transaction Dramatically Expands HCH and Valassis? Digital Scale, Advances RetailMeNot?s Goal in Becoming a Leading Savings Destination SAN ANTONIO and AUSTIN, Texas, April 10, 2017 ? Harland Clarke Holdings Corp. (?HCH?), a provider of best-in-class integrated payment solutions and marketing se |
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| April 10, 2017 |
Exhibit 99.1 RetailMeNot to Be Acquired by Harland Clarke Holdings for $11.60 per share in Cash Transaction Dramatically Expands HCH and Valassis’ Digital Scale, Advances RetailMeNot’s Goal in Becoming a Leading Savings Destination SAN ANTONIO and AUSTIN, Texas, April 10, 2017 — Harland Clarke Holdings Corp. (“HCH”), a provider of best-in-class integrated payment solutions and marketing services, |
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| April 10, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 RETAILMENOT, INC. (Name of Subject Company) R ACQUISITION SUB, INC. (Offeror) A WHOLLY OWNED DIRECT SUBSIDIARY OF HARLAND CLARKE HOLDINGS CORP. (Parent of Offeror) (Names of Filing Persons) Common Stock, $0.001 Par Valu |
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| March 16, 2017 |
RetailMeNot DEFINITIVE ADDITIONAL MATERIALS Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 16, 2017 |
RetailMeNot DEFINITIVE PROXY STATEMENT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 6, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2017 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission Fil |
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| March 6, 2017 |
INDEPENDENT CONTRACTOR AGREEMENT EX-10.1 Exhibit 10.1 INDEPENDENT CONTRACTOR AGREEMENT This Independent Contractor Agreement (this ?Agreement?) is effective as of the Effective Date (as defined in Section 8.12), for services rendered beginning April 1, 2017 and not to exceed May 15, 2017, and is made by and between RetailMeNot, Inc. (?Company?), having a principal place of business at 301 Congress Avenue, Suite 700, Austin, Texas |
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| February 17, 2017 |
RetailMeNot FORM 10-K (Annual Report) Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 17, 2017 |
Exhibit 10.18.2 RETAILMENOT, INC. 2013 EQUITY INCENTIVE PLAN GLOBAL PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT Pursuant to the Grant Notice and this Award Agreement, the Company has granted you the Target Award of PSUs over the number of shares of Stock specified in the Grant Notice. Capitalized terms not defined in this Award Agreement but defined in the RetailMeNot, Inc. 2013 Equity |
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| February 17, 2017 |
RETAILMENOT, INC. 2013 EQUITY INCENTIVE PLAN GLOBAL PERFORMANCE-BASED STOCK OPTION AWARD AGREEMENT Exhibit 10.18.1 RETAILMENOT, INC. 2013 EQUITY INCENTIVE PLAN GLOBAL PERFORMANCE-BASED STOCK OPTION AWARD AGREEMENT Pursuant to the Grant Notice and this Award Agreement, the Company has granted you a Performance Option to purchase up to the number of shares of Stock indicated in the Grant Notice at the exercise price indicated in the Grant Notice. Capitalized terms not defined in this Award Agreem |
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| February 17, 2017 |
Exhibit 21.1 List of Subsidiaries Name of Subsidiary Jurisdiction of Organization CLTD Acquisition Co., LLC Delaware, United States of America CSB Acquisition Co., LLC Delaware, United States of America Deals.com, LLC Delaware, United States of America GiftcardZen Inc Delaware, United States of America RetailMeNot B.V. Netherlands RetailMeNot Limited United Kingdom RetailMeNot UK Ltd United Kingdo |
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| February 14, 2017 |
8-K 1 d343438d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2017 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of i |
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| February 14, 2017 |
RetailMeNot, Inc. Announces Fourth Quarter & Fiscal Year 2016 Financial Results EX-99.1 Exhibit 99.1 RetailMeNot, Inc. Announces Fourth Quarter & Fiscal Year 2016 Financial Results ? Fourth Quarter consolidated net revenues of $96.9 million ? Fourth Quarter GAAP net income of $2.4 million and non-GAAP net income of $18.3 million ? Fourth Quarter adjusted EBITDA of $29.7 million and adjusted EBITDA margins of 31% ? Fourth Quarter GAAP EPS of $ 0.05 and non-GAAP EPS of $0.37 AU |
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| February 14, 2017 |
RetailMeNot, Inc. 2017 Bonus Plan (Team Member) Executive Summary of the 2017 Bonus Plan EX-10.1 Exhibit 10.1 RetailMeNot, Inc. 2017 Bonus Plan (Team Member) Executive Summary of the 2017 Bonus Plan There are two types of bonuses within the Company that may be earned twice-yearly ? the Base Bonus and the Company Overachievement Bonus. To be eligible for a bonus, a Team Member must be a regular full-time employee of the Company and not terminated as of the date of payment. Base Bonus: |
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| February 14, 2017 |
SALE / RetailMeNot, Inc. / Norwest Venture Partners XI, LP - SC 13G/A Passive Investment SC 13G/A 1 d343077dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* RetailMeNot, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 76132B106 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat |
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| February 13, 2017 |
SALE / RetailMeNot, Inc. / He Zhengxu - SC-13G/A-SALE16 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| February 10, 2017 |
SALE / RetailMeNot, Inc. / VANGUARD GROUP INC Passive Investment retailmenotinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: RetailMeNot Inc Title of Class of Securities: Common Stock CUSIP Number: 76132B106 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appropriate box to de |
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| November 1, 2016 |
RetailMeNot 10-Q (Quarterly Report) Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| November 1, 2016 |
RetailMeNot, Inc. Announces Third Quarter 2016 Financial Results EX-99.1 2 d199614dex991.htm EX-99.1 Exhibit 99.1 RetailMeNot, Inc. Announces Third Quarter 2016 Financial Results • Consolidated net revenues of $64.6 million • GAAP net income of $0.1 million; non-GAAP net income of $4.8 million • Adjusted EBITDA of $9.8 million; adjusted EBITDA margins of 15% • GAAP EPS of $ 0.00; non-GAAP EPS of $0.10 AUSTIN, Texas, November 1, 2016 — RetailMeNot, Inc. (NASDAQ: |
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| November 1, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 1, 2016 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commis |
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| August 2, 2016 |
RetailMeNot 10-Q (Quarterly Report) Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| August 2, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2016 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commissi |
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| August 2, 2016 |
RetailMeNot, Inc. Announces Second Quarter 2016 Financial Results EX-99.1 Exhibit 99.1 RetailMeNot, Inc. Announces Second Quarter 2016 Financial Results Consolidated net revenues of $64.2 million GAAP net loss of $0.5 million; non-GAAP net income of $4.9 million GAAP EPS of $(0.01); non-GAAP EPS of $0.10 Adjusted EBITDA of $9.5 million; adjusted EBITDA margins of 15% AUSTIN, Texas, August 2, 2016 RetailMeNot, Inc. (NASDAQ:SALE), a leading digital savin |
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| July 12, 2016 |
RetailMeNot, Inc. Amended and Restated 2016 Bonus Plan (Team Member) EX-10.1 Exhibit 10.1 RetailMeNot, Inc. Amended and Restated 2016 Bonus Plan (Team Member) I. Overview RetailMeNot, Inc. and its affiliated companies (the Company) are committed to sharing their success with the people who make it possible the Companys Team Members. The purpose of this Amended and Restated 2016 Bonus Plan (this Plan) is to encourage the Companys Team Members to contribute t |
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| July 12, 2016 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 6, 2016 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission |
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| May 27, 2016 |
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT EX-1.1 Exhibit 1.1 FIRST AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT This FIRST AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT (this ?Amendment?), dated as of May 26, 2016, is among RETAILMENOT, INC., formerly known as ?WhaleShark Media, Inc.? (?RMN?), SPECTRAWIDE ACQUISITION CO., LLC (?Spectrawide?), CSB ACQUISITION CO., LLC |
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| May 27, 2016 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 26, 2016 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission File |
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| May 20, 2016 |
RETAILMENOT, INC. GIFTCARDZEN EQUITY INCENTIVE PLAN Adopted on April 5, 2016 EX-4.5 Exhibit 4.5 RETAILMENOT, INC. GIFTCARDZEN EQUITY INCENTIVE PLAN Adopted on April 5, 2016 1. Establishment and Purpose of the Plan. The RetailMeNot, Inc. GiftcardZen Equity Incentive Plan constitutes an amendment, restatement and renaming of the GiftcardZen Inc 2012 Equity Incentive Plan, which was initially adopted by GiftcardZen Inc on September 4, 2012, assumed by the Company following it |
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| May 20, 2016 |
S-8 As filed with the Securities and Exchange Commission on May 20, 2016 Registration No. |
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| May 3, 2016 |
RetailMeNot 10-Q (Quarterly Report) 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| May 3, 2016 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2016 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission File |
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| May 3, 2016 |
RetailMeNot, Inc. Announces First Quarter 2016 Financial Results EX-99.1 3 d179437dex991.htm EX-99.1 Exhibit 99.1 RetailMeNot, Inc. Announces First Quarter 2016 Financial Results - In-Store + Advertising Net Revenues grew 36% over the prior year period - GAAP EPS of $0.00; non-GAAP EPS of $0.13 - Adjusted EBITDA of $12.3 million; adjusted EBITDA margins of 22% AUSTIN, Texas, May 3, 2016 — RetailMeNot, Inc. (NASDAQ:SALE), a leading digital savings destination co |
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| May 3, 2016 |
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT EX-10.1 Exhibit 10.1 FIRST AMENDMENT TO EMPLOYMENT AGREEMENT This First Amendment (?Amendment?) to the Employment Agreement (as defined below) is effective as of May 1, 2016 (the ?Effective Date?), by and between RetailMeNot, Inc., a Delaware corporation (the ?Company?), and G. Cotter Cunningham, an individual (the ?Executive?). WHEREAS, the Company (then operating as WhaleShark Media, Inc.) and E |
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| April 28, 2016 |
Submission of Matters to a Vote of Security Holders Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2016 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commissi |
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| April 7, 2016 |
RetailMeNot FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 5, 2016 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commissio |
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| April 7, 2016 |
EX-99.1 Exhibit 99.1 RetailMeNot, Inc. Acquires Secondary Gift Card Marketplace, GiftCard Zen Inc, Provides Preliminary First Quarter Financial Results and Updates Fiscal Year 2016 Guidance Acquisition Significantly Expands RetailMeNot?s Operational Abilities and Digital Savings- Oriented Content to Enhance Consumer Experience and Drive Long Term Growth Company also Posts Positive Preliminary Earn |
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| April 7, 2016 |
EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG RETAILMENOT, INC., AS BUYER, PROJECT ZEN ACQUISITION CORP., AS THE MERGER SUB, GIFTCARDZEN INC, AS THE COMPANY, AND AARON DRAGUSHAN, AS THE REPRESENTATIVE APRIL 5, 2016 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 Section 1.1 Defined Terms 2 ARTICLE II THE MERGER 12 Section 2.1 Effect of Merger 12 Section 2.2 Merger Consideration 14 Se |
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| March 16, 2016 |
RetailMeNot DEFINITIVE ADDITIONAL MATERIALS Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 16, 2016 |
RetailMeNot DEFINITIVE PROXY STATEMENT Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 8, 2016 |
SALE / RetailMeNot, Inc. / COLUMBIA WANGER ASSET MANAGEMENT LLC - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* RETAILMENOT INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 76132B106 (CUSIP Number) February 29, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is |
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| February 19, 2016 |
CODE OF BUSINESS CONDUCT AND ETHICS Exhibit 14.1 CODE OF BUSINESS CONDUCT AND ETHICS Conducting the business affairs of RetailMeNot, Inc. (the "Company") in accordance with the highest ethical standards and in compliance with legal requirements aligns directly with our goals of being value-driven and transparent. A reputation for being value-driven, transparent and honest builds the bond between employees, officers, members of the B |
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| February 19, 2016 |
SALE / RetailMeNot, Inc. 10-K - Annual Report - FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-36005 RETAILMENOT, INC. (Exact name of registran |
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| February 19, 2016 |
Exhibit 21.1 List of Subsidiaries Name of Subsidiary Jurisdiction of Organization CLTD Acquisition Co., LLC Delaware, United States of America CSB Acquisition Co., LLC Delaware, United States of America Deals.com, LLC Delaware, United States of America RetailMeNot B.V. Netherlands RetailMeNot Limited United Kingdom RetailMeNot UK Ltd United Kingdom RetailMeNot, France, S.A.S. France RetailMeNot, G |
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| February 19, 2016 |
Exhibit 10.32 301 Congress Ave., Ste. 700 Austin, TX 78701 U.S.A T: (512) 777-2970 W: www.rmn.com/corp November 19, 2015 Tamar Yehoshua Via Email Re: RetailMeNot, Inc. Board of Directors Dear Tamar: On behalf of the Nominating and Corporate Governance Committee of Board of Directors of RetailMeNot, Inc. (the “Company”), I am pleased to extend to you an offer to join the Company’s Board of Director |
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| February 19, 2016 |
Exhibit 10.31 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made and entered into as of November 1, 2015 (the “Effective Date”), by and between RetailMeNot, Inc., a Delaware corporation (the “Company”), and Michael Magaro, an individual (the “Executive”). 1. EMPLOYMENT TERMS AND DUTIES 1.1 Employment. The Company hereby employs Executive, and Executive hereby accepts employm |
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| February 19, 2016 |
Exhibit 10.30 EMPLOYMENT AGREEMENT This Employment Agreement (this "Agreement") is made and entered into as of October 5, 2015 (the "Effective Date"), by and between RetailMeNot, Inc., a Delaware corporation (the "Company"), and Marissa Tarleton, an individual (the "Executive"). 1. EMPLOYMENT TERMS AND DUTIES 1.1. Employment. The Company hereby employs Executive, and Executive hereby accepts emplo |
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| February 17, 2016 |
RetailMeNot, Inc. 2016 Bonus Plan (Team Member) EX-10.1 Exhibit 10.1 RetailMeNot, Inc. 2016 Bonus Plan (Team Member) Overview RetailMeNot, Inc. and its affiliated companies (the Company) are committed to sharing their success with the people who make it possible the Companys Team Members. The purpose of this 2016 Bonus Plan (this Plan) is to encourage the Companys Team Members to contribute to the achievement of the Companys goals and |
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| February 17, 2016 |
RetailMeNot FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 11, 2016 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commi |
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| February 16, 2016 |
RetailMeNot AMENDMENT NO. 1 (Passive Acquisition of More Than 5% of Shares) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* RETAILMENOT, INC. (Name of Issuer) Series 1 Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 76132B106 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 16, 2016 |
SALE / RetailMeNot, Inc. / Norwest Venture Partners XI, LP - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* RetailMeNot, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 76132B106 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t |
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| February 12, 2016 |
SALE / RetailMeNot, Inc. / Austin Ventures IX LP - SC 13G/A Passive Investment Page 1 of 18 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. 2)* RetailMeNot, Inc. (Name of Issuer) Series 1 Common Stock (Title of Class of Securities) 76132B106 (CUSIP Number) December 31, 2015 (Date of Event Which Requir |
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| February 10, 2016 |
SALE / RetailMeNot, Inc. / VANGUARD GROUP INC Passive Investment retailmenotinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: RetailMeNot Inc Title of Class of Securities: Common Stock CUSIP Number: 76132B106 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check the appropriate box to de |
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| February 9, 2016 |
RetailMeNot FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2016 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commis |
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| February 9, 2016 |
RetailMeNot Announces Fourth Quarter & Fiscal Year 2015 Financial Results EX-99.1 Exhibit 99.1 RetailMeNot Announces Fourth Quarter & Fiscal Year 2015 Financial Results - Fourth Quarter In-Store + Advertising Net Revenues grew 57% over the prior year period - Fourth Quarter GAAP EPS of $0.17; non-GAAP EPS of $0.36 - Fourth Quarter adjusted EBITDA of $30.8 million; adjusted EBITDA margins of 37% AUSTIN, Texas, February 9, 2016 ? RetailMeNot, Inc. (NASDAQ:SALE), a leading |
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| January 20, 2016 |
SALE / RetailMeNot, Inc. / COLUMBIA WANGER ASSET MANAGEMENT LLC - SC 13G Passive Investment SC 13G 1 d122749dsc13g.htm SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* RETAILMENOT INC. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 76132B106 (CUSIP Number) December 31, 2015 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the Rule pursuant t |
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| January 11, 2016 |
SALE / RetailMeNot, Inc. / He Zhengxu - SC13G-A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| January 4, 2016 |
RetailMeNot FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2015 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commi |
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| January 4, 2016 |
EX-10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is made and entered into as of December 29, 2015 (the ?Effective Date?), by and between RetailMeNot, Inc., a Delaware corporation (the ?Company?), and J. Scott Di Valerio, an individual (the ?Executive?). 1. EMPLOYMENT TERMS AND DUTIES 1.1 Employment. The Company hereby employs Executive, and Executive hereby ac |
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| January 4, 2016 |
EX-99.1 Exhibit 99.1 J. Scott Di Valerio Appointed RetailMeNot, Inc.?s Chief Financial Officer Lou Agnese Transitions to Role as Senior Vice President, Administration, and Jonathan Kaplan named General Counsel Austin, TX, January 4, 2015, RetailMeNot, Inc. (NASDAQ:SALE), the world?s largest marketplace for digital offers, today announced that J. Scott Di Valerio was appointed as its chief financia |
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| December 9, 2015 |
RetailMeNot 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 7, 2015 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission |
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| December 9, 2015 |
Tamar Yehoshua Joins RetailMeNot Board of Directors EX-99.1 Exhibit 99.1 For Immediate Release Tamar Yehoshua Joins RetailMeNot Board of Directors AUSTIN, Texas, December 9, 2015 ? RetailMeNot, Inc. (NASDAQ:SALE), the world?s largest marketplace for digital offers, today announced the appointment of Tamar Yehoshua to the company?s board of directors. Tamar is a vice president at Google, Inc., where she leads the Mobile Search team. She also heads i |
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| November 13, 2015 |
RetailMeNot FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 12, 2015 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commi |
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| November 13, 2015 |
Update on Austin Ventures Position in RetailMeNot, Inc. Stock EX-99.1 2 d46968dex991.htm EX-99.1 Exhibit 99.1 Update on Austin Ventures Position in RetailMeNot, Inc. Stock Austin, November 13, 2015 — RetailMeNot, Inc., the world’s largest marketplace for digital offers (“RetailMeNot” or the “Company”), today announced that Austin Ventures, an early-stage venture capital investor, distributed the common stock of the Company held by its affiliated entities to |
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| November 6, 2015 |
Exhibit 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made and entered into as of August 7, 2015 (the “Effective Date”), by and between RetailMeNot, Inc., a Delaware corporation (the “Company”), and Jonathan B. Kaplan, an individual (the “Executive”). 1. EMPLOYMENT TERMS AND DUTIES 1.1 Employment. The Company hereby employs Executive, and Executive hereby accepts employ |
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| November 6, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q 10-Q 1 sale930201510qdocument.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2015 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission |
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| November 3, 2015 |
RetailMeNot FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2015 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-36005 (Commission File N |
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| November 3, 2015 |
RetailMeNot Announces Third Quarter 2015 Financial Results EX-99.1 Exhibit 99.1 RetailMeNot Announces Third Quarter 2015 Financial Results In-Store + Advertising Net Revenues grew 91% over the prior year period Mobile Online Transaction Net Revenues grew 55% over the prior year period GAAP EPS of $0.01; non-GAAP EPS of $0.12 Adjusted EBITDA of $11.8 million; adjusted EBITDA margins of 23% AUSTIN, Texas, November 3, 2015 RetailMeNot, Inc. (NASDAQ |
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| November 3, 2015 |
Management Commentary Third Quarter 2015 Results Exhibit 99.2 Management Commentary Third Quarter 2015 Results The RetailMeNot, Inc. (RetailMeNot) earnings call will begin on November 3, 2015 at 7:00am central time (8:00am eastern time) and will include prepared commentary followed by a Q&A session. This Management Commentary is being posted to provide investors and analysts with additional detail in advance of the quarterly earnings call an |
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| August 25, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 19, 2015 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission File |
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| August 25, 2015 |
EX-10.1 Exhibit 10.1 AMENDMENT NO. 4 This Amendment No. 4 (this Amendment) is executed as of August 19, 2015, between NOP 301 CONGRESS LP, a Texas limited partnership (Landlord), and RETAILMENOT, INC., a Delaware corporation (formerly known as Whaleshark Media, Inc., which name change is evidenced by the Second Certificate of Amendment to the Fifth Amended and Restated Certificate of Incorpora |
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| August 7, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| August 5, 2015 |
RetailMeNot Announces Second Quarter 2015 Financial Results Exhibit 99.1 RetailMeNot Announces Second Quarter 2015 Financial Results Mobile Online Transaction Net Revenues grew 91% over the prior year period In-Store + Advertising Net Revenues grew 72% over the prior year period GAAP EPS loss of $0.03; non-GAAP EPS of $0.09 Adjusted EBITDA of $10.6 million; adjusted EBITDA margin of 20% AUSTIN, Texas, August 5, 2015 RetailMeNot, Inc. (NASDAQ:SALE |
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| August 5, 2015 |
RetailMeNot FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2015 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commissi |
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| August 5, 2015 |
Management Commentary Second Quarter 2015 Results EX-99.2 Exhibit 99.2 Management Commentary Second Quarter 2015 Results The RetailMeNot, Inc. (RetailMeNot) earnings call will begin on August 5, 2015 at 7:00am central time (8:00am eastern time) and will include prepared commentary followed by a Q&A session. This Management Commentary is being posted to provide investors and analysts with additional detail in advance of the quarterly earnings |
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| May 21, 2015 |
RetailMeNot FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2015 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission |
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| May 20, 2015 |
S-8 As filed with the Securities and Exchange Commission on May 20, 2015 Registration No. |
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| May 18, 2015 |
May 18, 2015 Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, NE Washington, D. |
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| May 7, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| May 5, 2015 |
RetailMeNot Announces First Quarter 2015 Financial Results EX-99.1 Exhibit 99.1 RetailMeNot Announces First Quarter 2015 Financial Results Mobile Online Transaction Net Revenues grew 137% over the prior year period Advertising + In-Store Net Revenues grew 100% over the prior year period GAAP EPS of $0.07; non-GAAP EPS of $0.20 Adjusted EBITDA of $18.7 million; EBITDA margins of 31% AUSTIN, Texas, May 5, 2015 RetailMeNot, Inc. (NASDAQ:SALE), the |
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| May 5, 2015 |
RetailMeNot FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2015 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission |
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| May 5, 2015 |
Management Commentary First Quarter 2015 Results EX-99.2 Exhibit 99.2 Management Commentary First Quarter 2015 Results The RetailMeNot, Inc. (RetailMeNot) earnings call will begin on May 5, 2015 at 7:00am central time (8:00am eastern time) and will include prepared commentary followed by a Q&A session. This Management Commentary is being posted to provide investors and analysts with additional detail in advance of the quarterly earnings call |
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| April 30, 2015 |
RetailMeNot FORM 8-K (Current Report/Significant Event) Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2015 RetailMeNot, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commissi |
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| April 24, 2015 |
April 24, 2015 Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, NE Washington, D. |
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| March 18, 2015 |
RetailMeNot DEFINITIVE PROXY STATEMENT Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 18, 2015 |
RetailMeNot DEFINITIVE ADDITIONAL MATERIALS Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| February 25, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-36005 RETAILMENOT, INC. (Exact name of registran |
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| February 25, 2015 |
EX-10.27 +1 512 · 777 · 2970 www.rmn.com RetailMeNot, Inc. 301 Congress Ave, Ste. 700 Austin, TX 78701 U.S.A. Exhibit 10.27 August 8, 2014 Eric Korman Via Email Re: RetailMeNot, Inc. Board of Directors Dear Eric: On behalf of the Nominating and Corporate Governance Committee of Board of Directors of RetailMeNot, Inc. (the “Company”), I am pleased to extend to you an offer to join the Company’s Boa |
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| February 25, 2015 |
Exhibit 21.1 List of Subsidiaries of the Registrant Name of Subsidiary Jurisdiction of Organization CLTD Acquisition Co., LLC Delaware, United States of America CSB Acquisition Co., LLC Delaware, United States of America Deals.com, LLC Delaware, United States of America RetailMeNot B.V. Netherlands RetailMeNot Limited United Kingdom RetailMeNot UK Ltd. United Kingdom RetailMeNot, France, S.A.S. Fr |
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| February 25, 2015 |
CODE OF BUSINESS CONDUCT AND ETHICS Exhibit 14.1 CODE OF BUSINESS CONDUCT AND ETHICS Conducting the business affairs of RetailMeNot, Inc. (the “Company”) in accordance with the highest ethical standards and in compliance with legal requirements aligns directly with our goals of being value-driven and transparent. A reputation for being value-driven, transparent and honest builds the bond between employees, officers, members of the B |
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| February 17, 2015 |
SALE / RetailMeNot, Inc. / 12 West Capital Management LP - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* RETAILMENOT, INC. (Name of Issuer) SERIES 1 Common Stock, $0.001 par value per share (Title of Class of Securities) 76132B106 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| February 17, 2015 |
SC 13G/A 1 d876126dsc13ga.htm AMENDMENT NO. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* RetailMeNot, Inc. (Name of Issuer) Series 1 Common Stock, $0.001 par value per share (Title of Class of Securities) 76132B 106 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Sta |
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| February 17, 2015 |
Schedule 13G Amendment No. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment No. 1 Under the Securities Exchange Act of 1934 RetailMeNot, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 76132B106 (CUSIP Number) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ¨ Rule 13d-1(b) ¨ Rule 13d-1(c) x |
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| February 13, 2015 |
EX-99.A Exhibit 99.1 CUSIP No. 76132B 10 6 13G EXHIBIT A JOINT FILING STATEMENT We, the undersigned, hereby express our agreement that the attached statement on Schedule 13G relating to the Common Stock of RetailMeNot, Inc. is filed on behalf of each of us. Dated: February 13, 2015 INSTITUTIONAL VENTURE PARTNERS XIII, L.P. By: Institutional Venture Management XIII, LLC Its: General Partner By: /s/ |
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| February 13, 2015 |
SALE / RetailMeNot, Inc. / Austin Ventures IX LP - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. 1)* RetailMeNot, Inc. (Name of Issuer) Series 1 Common Stock (Title of Class of Securities) 76132B106 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of |
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| February 13, 2015 |
SALE / RetailMeNot, Inc. / Institutional Venture Partners XIII, L.P. - SC 13G/A Passive Investment SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (Amendment No. 1) * RetailMeNot, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 76132B 10 6 (CUSIP Number) De |
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| February 11, 2015 |
SALE / RetailMeNot, Inc. / Point72 Asset Management, L.P. - SCHEDULE 13G Passive Investment SC 13G 1 r13824483a.htm SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* RETAILMENOT, INC. (Name of Issuer) Series 1 Common Stock, Par Value $0.001 Per Share (Title of Class of Securities) 76132B106 (CUSIP Number) February 10, 2015 (Date of Event which Requires Filing of this Statement) Che |
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| February 11, 2015 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi |
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| February 10, 2015 |
RetailMeNot, Inc. Announces $100 Million Stock Repurchase Program Exhibit 99.3 RetailMeNot, Inc. Announces $100 Million Stock Repurchase Program AUSTIN, Texas, February 10, 2015 — RetailMeNot, Inc. (NASDAQ:SALE), the operator of the world’s largest marketplace for digital offers, today announced that its board of directors authorized a stock repurchase program of up to $100 million of the company’s outstanding Series 1 common stock, effective immediately. The st |
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| February 10, 2015 |
RetailMeNot, Inc. 2015 Bonus Plan (Team Member) EX-10.1 Exhibit 10.1 RetailMeNot, Inc. 2015 Bonus Plan (Team Member) Overview RetailMeNot, Inc. and its affiliated companies (the “Company”) are committed to sharing their success with the people who make it possible — the Company’s Team Members. The purpose of this 2015 Bonus Plan (this “Plan”) is to encourage the Company’s Team Members to contribute to the achievement of the Company’s goals and |
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| February 10, 2015 |
Management Commentary Fourth Quarter 2014 Results Exhibit 99.2 Management Commentary Fourth Quarter 2014 Results The RetailMeNot, Inc. (“RetailMeNot”) earnings call will begin on February 10th, 2015 at 7:00am central time (8:00am eastern time) and will include prepared commentary followed by a Q&A session. This “Management Commentary” is being posted to provide investors and analysts with additional detail in advance of the quarterly earnings cal |
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| February 10, 2015 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 5, 2015 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commis |
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| February 10, 2015 |
RetailMeNot Announces Fourth Quarter & Fiscal Year 2014 Financial Results EX-99.1 3 d867686dex991.htm EX-99.1 Exhibit 99.1 RetailMeNot Announces Fourth Quarter & Fiscal Year 2014 Financial Results • Fourth Quarter Net Revenues Increased 11% Over the Prior Year Period • Fourth Quarter Net Income Rose 1% Over the Prior Year Period • Fourth Quarter GAAP EPS of $0.26; non-GAAP EPS of $0.43 • Fourth Quarter Adjusted EBITDA Grew 17% Over the Prior Year Period AUSTIN, Texas, F |
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| February 2, 2015 |
SALE / RetailMeNot, Inc. / He Zhengxu - SALE15 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| December 29, 2014 |
EX-1.1 Table of Contents Exhibit 1.1 SECOND AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT DATED AS OF DECEMBER 23, 2014 COMERICA BANK, as Administrative Agent, Sole Lead Arranger and Sole Bookrunner, REGIONS BANK, as Syndication Agent, and RETAILMENOT, INC., and the other Borrowers named herein as Borrowers Table of Contents TABLE OF CONTENTS Page 1. DEFINITIONS 1 1.1 Certain Defin |
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| December 29, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 23, 2014 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commi |
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| November 10, 2014 |
SALE / RetailMeNot, Inc. / He Zhengxu - SC 13G Passive Investment * UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. |
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| November 6, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| November 3, 2014 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2014 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission |
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| November 3, 2014 |
RetailMeNot, Inc. Announces CFO Transition EX-99.3 Exhibit 99.3 RetailMeNot, Inc. Announces CFO Transition AUSTIN, Texas, November 3, 2014 – RetailMeNot, Inc. (NASDAQ:SALE), the operator of the world’s largest marketplace for digital offers, announced today that Douglas C. Jeffries has decided to step down as Chief Financial Officer effective November 30, 2014 to return to his home on the west coast. Mr. Jeffries will remain with RetailMeN |
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| November 3, 2014 |
RetailMeNot Announces Third Quarter 2014 Financial Results Exhibit 99.1 RetailMeNot Announces Third Quarter 2014 Financial Results • Net Revenues of $56.5 million, up 19% year-over-year • Net Income of $2.5 million • GAAP EPS of $0.05; non-GAAP EPS of $0.16 • Adjusted EBITDA of $16.7 million AUSTIN, Texas, November 3, 2014 — RetailMeNot, Inc. (NASDAQ:SALE), the operator of the world’s largest marketplace for digital offers, today announced its financial r |
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| November 3, 2014 |
Management Commentary Third Quarter 2014 Results EX-99.2 Exhibit 99.2 Management Commentary Third Quarter 2014 Results The RetailMeNot, Inc. (“RetailMeNot”) earnings call will begin on November 3, 2014 at 3:30 p.m. central time (4:30 p.m. eastern time) and will include prepared commentary followed by a Q&A session. This “Management Commentary” is being posted to provide investors and analysts with additional detail in advance of our quarterly ea |
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| October 27, 2014 |
SALE / RetailMeNot, Inc. / 12 West Capital Management LP - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* RETAILMENOT, inc. (Name of Issuer) SERIES 1 Common Stock, $0.001 par value per share (Title of Class of Securities) 76132B106 (CUSIP Number) October 16, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the |
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| October 2, 2014 |
RetailMeNot, Inc. Appoints Eric Korman to Board of Directors EX-99.1 Exhibit 99.1 RetailMeNot, Inc. Appoints Eric Korman to Board of Directors Austin, TX, September 9, 2014—RetailMeNot, Inc. (NASDAQ: SALE), the operator of the world’s largest marketplace for digital offers, today announced the appointment of Eric Korman to its board of directors. Eric recently served as President of Ralph Lauren’s Digital & Global e-Commerce division, where he was responsib |
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| October 2, 2014 |
8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2014 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of inco |
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| September 9, 2014 |
RetailMeNot, Inc. Appoints Eric Korman to Board of Directors Exhibit 99.1 RetailMeNot, Inc. Appoints Eric Korman to Board of Directors Austin, TX, September 9, 2014—RetailMeNot, Inc. (NASDAQ: SALE), the operator of the world’s largest marketplace for digital offers, today announced the appointment of Eric Korman to its board of directors. Eric recently served as President of Ralph Lauren’s Digital & Global e-Commerce division, where he was responsible for t |
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| September 9, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 4, 2014 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission Fil |
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| August 14, 2014 |
Amendment to Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2014 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission F |
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| August 6, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| August 4, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2014 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission File N |
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| August 4, 2014 |
Management Commentary On Second Quarter 2014 Results EX-99.2 Exhibit 99:2 Management Commentary On Second Quarter 2014 Results The RetailMeNot, Inc. (the “Company”) earnings call will begin on August 4, 2014 at 3:30 p.m. central time (4:30 p.m. eastern time) and will include prepared commentary followed by a Q&A session. This “Management Commentary” is being posted to provide investors and analysts with additional detail in advance of our quarterly |
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| August 4, 2014 |
RetailMeNot Announces Second Quarter 2014 Financial Results EX-99.1 2 d768651dex991.htm EX-99.1 Exhibit 99.1 RetailMeNot Announces Second Quarter 2014 Financial Results • Net Revenues were $59.5 million, up 37% year-over-year • Net Income was $4.3 million • Adjusted EBITDA was $19.7 million AUSTIN, Texas, August 4, 2014 — RetailMeNot, Inc. (NASDAQ:SALE), which operates the world’s largest marketplace for digital offers, reported its financial results for t |
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| May 22, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2014 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission |
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| May 22, 2014 |
RetailMeNot Statement on Recent Press Concerning Commentary on Search Engine Ranking Performance EX-99.1 Exhibit 99.1 RetailMeNot Statement on Recent Press Concerning Commentary on Search Engine Ranking Performance AUSTIN, Texas, May 22, 2014 — RetailMeNot, Inc. (NASDAQ:SALE) wanted to take this opportunity to respond to recent articles about RetailMeNot.com’s keyword performance on Google. The company believes these reports greatly overstate the impact on RetailMeNot.com. Over RetailMeNot’s |
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| May 9, 2014 |
Form S-8 As filed with the Securities and Exchange Commission on May 9, 2014 Registration No. |
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| May 7, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| May 5, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 5, 2014 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission File |
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| May 5, 2014 |
RetailMeNot Announces First Quarter 2014 Financial Results EX-99.1 Exhibit 99.1 RetailMeNot Announces First Quarter 2014 Financial Results • Net Revenues were $61.3 million, up 51% year-over-year • Net Income was $6.1 million • Adjusted EBITDA was $21.4 million AUSTIN, Texas, May 5, 2014 — RetailMeNot, Inc. (NASDAQ:SALE), which operates the world’s largest marketplace for digital offers, reported its financial results for the first quarter ended March 31, |
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| May 5, 2014 |
Management Commentary On First Quarter 2014 Results EX-99.2 Exhibit 99.2 Management Commentary On First Quarter 2014 Results The RetailMeNot, Inc. (the “Company”) earnings call will begin on May 5, 2014 at 4:00 p.m. central time (5:00 p.m. eastern time) and will include only brief comments followed by a Q&A session. This “Management Commentary” is being posted to provide investors and analysts with additional detail in advance of our quarterly earn |
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| April 30, 2014 |
Submission of Matters to a Vote of Security Holders Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2014 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commissi |
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| April 9, 2014 |
April 9, 2014 VIA EDGAR Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, NE Washington, D. |
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| March 28, 2014 |
March 28, 2014 VIA EDGAR Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, NE Washington, D. |
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| March 14, 2014 |
Definitive Proxy Statement Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 14, 2014 |
- DEFINITIVE ADDITIONAL MATERIALS Definitive Additional Materials UNITED STATES SECURITIES AND EXCHANGE COMMISSION SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. |
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| March 10, 2014 |
SALE / RetailMeNot, Inc. / WELLS FARGO & COMPANY/MN Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) RETAILMENOT INC (Name of Issuer) COM SER 1 (Title of Class of Securities) 76132B106 (CUSIP Number) February 28, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| March 5, 2014 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2014 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission Fil |
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| March 3, 2014 |
SECOND AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT EX-1.1 2 d680809dex11.htm EX-1.1 Exhibit 1.1 SECOND AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT This SECOND AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT (this “Amendment”), is dated as of February 26, 2014, among RETAILMENOT, INC., formerly known as “WhaleShark Media, Inc.”, SPECTRAWIDE ACQUISITION CO., LLC, CSB ACQUISITION CO., LLC, CLT |
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| March 3, 2014 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 26, 2014 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commi |
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| February 18, 2014 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2014 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commi |
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| February 18, 2014 |
RetailMeNot, Inc. 2014 Bonus Plan EX-10.1 Exhibit 10.1 RetailMeNot, Inc. 2014 Bonus Plan Overview RetailMeNot, Inc. and its affiliated companies (the “Company”) are committed to sharing their success with the people who make it possible — the Company’s Team Members. The purpose of this 2014 Bonus Plan (this “Plan”) is to encourage the Company’s Team Members to contribute to the achievement of the Company’s goals and to share in th |
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| February 18, 2014 |
SECOND AMENDMENT TO EMPLOYMENT AGREEMENT EX-10.23.2 3 d642632dex10232.htm EX-10.23.2 Exhibit 10.23.2 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT This Second Amendment (“Amendment”) to the Employment Agreement (as defined below) is made and entered into as of February 13, 2014 (the “Effective Date”), by and between RetailMeNot, Inc., a Delaware corporation (the “Company”), and Steven Pho, an individual (the “Executive”). WHEREAS, the Company |
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| February 18, 2014 |
EX-10.24 Exhibit 10.24 September 13, 2013 Gokul Rajaram Via Email +1 512 - 777 - 2970 www.rmn.com Re: RetailMeNot, Inc. Board of Directors RetailMeNot, Inc. 301 Congress Ave, Ste. 700 Austin, TX 78701 Dear Gokul: U.S.A. On behalf of the Nominating and Corporate Governance Committee of Board of Directors of RetailMeNot, Inc. (the “Company”), I am pleased to extend to you an offer to join the Compan |
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| February 18, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 001-36005 RETAILMENOT, INC. (Exact name of registran |
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| February 18, 2014 |
CODE OF BUSINESS CONDUCT AND ETHICS EX-14.1 Exhibit 14.1 CODE OF BUSINESS CONDUCT AND ETHICS Conducting the business affairs of RetailMeNot, Inc. (the “Company”) in accordance with the highest ethical standards and in compliance with legal requirements aligns directly with our goals of being value-driven and transparent. A reputation for being value-driven, transparent and honest builds the bond between employees, officers, members |
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| February 18, 2014 |
RetailMeNot, Inc. 2013 Bonus Plan (Director Level & Up) EX-10.25 Exhibit 10.25 RetailMeNot, Inc. 2013 Bonus Plan (Director Level & Up) Overview RetailMeNot, Inc. and its affiliated companies (the “Company”) are committed to sharing their success with the people who make it possible — the Company’s Team Members. The purpose of this 2013 Bonus Plan (this “Plan”) is to encourage the Company’s Team Members to contribute to the achievement of the Company’s |
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| February 18, 2014 |
SECOND AMENDMENT TO EMPLOYMENT AGREEMENT EX-10.14.2 2 d642632dex10142.htm EX-10.14.2 Exhibit 10.14.2 SECOND AMENDMENT TO EMPLOYMENT AGREEMENT This Second Amendment (“Amendment”) to the Employment Agreement (as defined below) is made and entered into as of February 13, 2014 (the “Effective Date”), by and between RetailMeNot, Inc., a Delaware corporation (the “Company”), and Louis Agnese, an individual (the “Executive”). WHEREAS, the Compa |
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| February 14, 2014 |
SALE / RetailMeNot, Inc. / Norwest Venture Partners XI, LP - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 RetailMeNot, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 76132B106 (CUSIP Number) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ¨ Rule 13d-1(b) ¨ Rule 13d-1(c) x Rule 13d-1(d) * The remainder of this |
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| February 13, 2014 |
SALE / RetailMeNot, Inc. / Austin Ventures IX LP - SC 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (b) (Amendment No. )* RetailMeNot, Inc. (Name of Issuer) Series 1 Common Stock (Title of Class of Securities) 76132B106 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of t |
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| February 13, 2014 |
Amendment No. 1 to Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* RetailMeNot, Inc. (Name of Issuer) Series 1 Common Stock, $0.001 par value per share (Title of Class of Securities) 76132B 106 (CUSIP Number) February 7, 2014 (Date of Event Which Requires Filing of this Statement) Check t |
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| February 11, 2014 |
SALE / RetailMeNot, Inc. / Institutional Venture Partners XIII, L.P. - SC 13G Passive Investment SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2 (Amendment No. ) * RetailMeNot, Inc. (Name of Issuer) Common Stock, $0.001 par value per share (Title of Class of Securities) 76132B 10 6 (CUSIP Number) Decem |
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| February 11, 2014 |
EX-99.1 Exhibit 99.1 CUSIP No. 76132B 10 6 13G EXHIBIT A JOINT FILING STATEMENT We, the undersigned, hereby express our agreement that the attached statement on Schedule 13G relating to the Common Stock of RetailMeNot, Inc. is filed on behalf of each of us. Dated: February 11, 2014 INSTITUTIONAL VENTURE PARTNERS XIII L.P. By: Institutional Venture Management XIII LLC Its: General Partner By: /s/ M |
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| February 6, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 6, 2014 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commis |
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| February 6, 2014 |
EX-99.1 Exhibit 99.1 RetailMeNot Announces Fourth Quarter and Fiscal Year 2013 Financial Results • Fourth Quarter Net Revenues Increased 55% Over the Prior Year Period • Fourth Quarter Net Income Rose 79% Over the Prior Year Period • Fourth Quarter Adjusted EBITDA Grew 43% Over the Prior Year Period AUSTIN, Texas, February 6, 2014 — RetailMeNot, Inc. (NASDAQ:SALE), which operates the world’s large |
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| February 6, 2014 |
Management Commentary On Fourth-Quarter 2013 Results EX-99.2 Exhibit 99.2 Management Commentary On Fourth-Quarter 2013 Results The RetailMeNot, Inc. (the “Company”) earnings call will begin on February 6, 2014 at 7:30 a.m. central time (8:30 a.m. eastern time) and will include only brief comments followed by a Q&A session. This “Management Commentary” is being posted to provide investors and analysts with additional detail in advance of our quarterl |
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| February 4, 2014 |
SALE / RetailMeNot, Inc. / WELLS FARGO & COMPANY/MN Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ) RETAILMENOT INC (Name of Issuer) COM SER 1 (Title of Class of Securities) 76132B106 (CUSIP Number) December 31, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| January 22, 2014 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 16, 2014 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commis |
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| December 16, 2013 |
EX-1.2 Exhibit 1.2 6,267,137 Shares RETAILMENOT, INC. SERIES 1 COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENT December 11, 2013 December 11, 2013 Goldman, Sachs & Co. Morgan Stanley & Co. LLC Credit Suisse Securities (USA) LLC c/o Goldman, Sachs & Co. 200 West Street New York, NY 10282-2198 Ladies and Gentlemen: RetailMeNot, Inc., a Delaware corporation (the “Company”), proposes t |
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| December 16, 2013 |
RetailMeNot, Inc. Prices Follow-On Offering EX-99.1 Exhibit 99.1 RetailMeNot, Inc. Prices Follow-On Offering December 11, 2013 AUSTIN, Texas, December 11, 2013 /PRNewswire/ — RetailMeNot, Inc., the world’s largest digital coupon marketplace, today announced its follow-on offering of 6,267,137 shares of its Series 1 common stock at a price to the public of $26.00 per share. Of the shares in the offering, 2,000,000 shares are being offered by |
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| December 16, 2013 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 11, 2013 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commi |
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| December 16, 2013 |
FIRST AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT EX-1.1 Exhibit 1.1 FIRST AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT This FIRST AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT (this “Amendment”), is dated as of December 11, 2013, among RETAILMENOT, INC., formerly known as “WhaleShark Media, Inc.”, SPECTRAWIDE ACQUISITION CO., LLC, CSB ACQUISITION CO., LLC, CLTD ACQUISITION CO., LLC, SMAL |
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| December 12, 2013 |
6,267,137 Shares Series 1 Common Stock Final Prospectus Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. |
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| December 11, 2013 |
FIRST AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT EX-10.4.8.1 2 d610696dex10481.htm EX-10.4.8.1 Exhibit 10.4.8.1 FIRST AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT This FIRST AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT (this “Amendment”), is dated as of December 11, 2013, among RETAILMENOT, INC., formerly known as “WhaleShark Media, Inc.”, SPECTRAWIDE ACQUISITION CO., LLC, CSB ACQUISITI |
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| December 11, 2013 |
As filed with the Securities and Exchange Commission on December 11, 2013 Registration No. |
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| December 9, 2013 |
EX-21.1 Exhibit 21.1 – List of Subsidiaries of the Registrant Name of Subsidiary Jurisdiction of Organization ABCYNE, S.A.S. France CLTD Acquisition Co., LLC Delaware, United States of America CSB Acquisition Co., LLC Delaware, United States of America Deals.com, LLC Delaware, United States of America RetailMeNot B.V. Netherlands RetailMeNot Limited United Kingdom RetailMeNot UK Ltd. United Kingdo |
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| December 9, 2013 |
Amendment No. 1 to Form S-1 Table of Contents As filed with the Securities and Exchange Commission on December 9, 2013 Registration No. 333-192632 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 RETAILMENOT, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 7389 26-0159761 |
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| December 9, 2013 |
EX-4.1.3 Exhibit 4.1.3 SECOND AMENDMENT TO THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT AND WAIVER OF REGISTRATION RIGHTS THIS SECOND AMENDMENT TO THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT AND WAIVER OF REGISTRATION RIGHTS (this “Amendment”), which amends that certain Third Amended and Restated Investors’ Rights Agreement dated October 28, 2011, as amended (the “Original Agr |
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| December 9, 2013 |
Shares RETAILMENOT, INC. SERIES 1 COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENT EX-1.1 Exhibit 1.1 Shares RETAILMENOT, INC. SERIES 1 COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENT December , 2013 December , 2013 Goldman, Sachs & Co. Morgan Stanley & Co. LLC Credit Suisse Securities (USA) LLC c/o Goldman, Sachs & Co. 200 West Street New York, NY 10282-2198 Ladies and Gentlemen: RetailMeNot, Inc., a Delaware corporation (the “Company”), proposes to issue and se |
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| December 9, 2013 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - FORM 8-K Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2013 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commis |
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| December 9, 2013 |
EX-1.1 Exhibit 1.1 SECOND AMENDMENT TO THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT AND WAIVER OF REGISTRATION RIGHTS THIS SECOND AMENDMENT TO THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT AND WAIVER OF REGISTRATION RIGHTS (this “Amendment”), which amends that certain Third Amended and Restated Investors’ Rights Agreement dated October 28, 2011, as amended (the “Original Agreeme |
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| December 2, 2013 |
AMENDMENT TO EMPLOYMENT AGREEMENT EX-10.24.1 Exhibit 10.24.1 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment (“Amendment”) to the Employment Agreement (as defined below) is made and entered into as of October 15, 2013 (the “Effective Date”), by and between RetailMeNot, Inc., formerly known as WhaleShark Media, Inc., a Delaware corporation (the “Company”), and Steven Pho, an individual (the “Executive”). WHEREAS, the Company (then |
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| December 2, 2013 |
AMENDMENT TO EMPLOYMENT AGREEMENT EX-10.14.1 Exhibit 10.14.1 AMENDMENT TO EMPLOYMENT AGREEMENT This Amendment (“Amendment”) to the Employment Agreement (as defined below) is made and entered into as of October 15, 2013 (the “Effective Date”), by and between RetailMeNot, Inc., formerly known as WhaleShark Media, Inc., a Delaware corporation (the “Company”), and Louis Agnese, an individual (the “Executive”). WHEREAS, the Company (th |
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| December 2, 2013 |
EX-10.24 Exhibit 10.24 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made and entered into as of March 1, 2013 (the “Effective Date”), by and between WhaleShark Media, Inc., a Delaware corporation (the “Company”), and Steven Pho, an individual (the “Executive”). 1. EMPLOYMENT TERMS AND DUTIES 1.1 Employment. The Company hereby continues to employ Executive, and Executive her |
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| December 2, 2013 |
Registration Statement - FORM S-1 Form S-1 Table of Contents As filed with the Securities and Exchange Commission on December 2, 2013 Registration No. |
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| November 6, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2013 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-36005 RETAILMENOT, INC. (Ex |
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| November 5, 2013 |
CFO Commentary On Third-Quarter 2013 Results EX-99.2 3 d622792dex992.htm EX-99.2 Exhibit 99.2 CFO Commentary On Third-Quarter 2013 Results Please note that comments on growth rates below refer to year-over-year changes unless otherwise indicated. Net revenues were $47.4 million, up 39%, and organic net revenues were up 35%. Organic net revenues exclude net revenues from acquired businesses not owned during both comparative periods. Cost of n |
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| November 5, 2013 |
EX-99.1 Exhibit 99.1 RetailMeNot Announces Third Quarter 2013 Financial Results • Net Revenues Increased 39% Over the Prior Year Period • Net Income Totaled $5.6 million • Adjusted EBITDA Totaled $16.4 million AUSTIN, Texas, November 5, 2013 — RetailMeNot, Inc. (NASDAQ:SALE), which operates the world’s largest digital coupon marketplace, reported its financial results for the quarter ended Septemb |
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| November 5, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 d622792d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2013 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of i |
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| October 22, 2013 |
RetailMeNot, Inc. Appoints Square’s Gokul Rajaram to Board of Directors EX-99.1 Exhibit 99.1 RetailMeNot, Inc. Appoints Square’s Gokul Rajaram to Board of Directors AUSTIN, TX, October 21, 2013 – RetailMeNot, Inc. (NASDAQ: SALE), the operator of the world’s largest digital coupon marketplace, today announced the appointment of Gokul Rajaram to its board of directors, effective October 15, 2013. Gokul joins the RetailMeNot board subsequent to the company’s initial publ |
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| October 22, 2013 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 15, 2013 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commis |
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| September 19, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2013 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-36005 RETAILMENOT, INC. (Exact |
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| August 23, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| August 23, 2013 |
EX-3.1 Exhibit 3.1 SIXTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF RETAILMENOT, INC. (Pursuant to Sections 242 and 245 of the General Corporation Law of the State of Delaware) RetailMeNot, Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (the “Delaware General Corporation Law”), DOES HEREBY CERTIFY: 1. That the name of the corporation |
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| August 22, 2013 |
CFO Commentary On Second-Quarter 2013 Results EX-99.2 Exhibit 99.2 CFO Commentary On Second-Quarter 2013 Results Net revenues were $43.4 million, up 44% year over year, and organic net revenues were up 41%. Organic net revenues exclude net revenues from acquired businesses not included in both comparative periods. Cost of net revenues for the second quarter was 7%, consistent with the prior year, resulting in a gross margin of 93%. Cost of ne |
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| August 22, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 22, 2013 RETAILMENOT, INC. (Exact name of registrant as specified in its charter) Delaware 001-36005 26-0159761 (State or other jurisdiction of incorporation) (Commission File |
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| August 22, 2013 |
RetailMeNot Announces Second Quarter 2013 Financial Results EX-99.1 Exhibit 99.1 RetailMeNot Announces Second Quarter 2013 Financial Results • Net Revenues Increased 44% Over the Prior Year Period • Net Income Totaled $5.1 million • Adjusted EBITDA Totaled $15.7 million AUSTIN, Texas, August 22, 2013 — RetailMeNot, Inc. (NASDAQ:SALE), which operates the world’s largest digital coupon marketplace, reported its financial results for the quarter ended June 30 |
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| August 7, 2013 |
FORM S-8 As filed with the Securities and Exchange Commission on August 7, 2013 Registration No. |
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| July 29, 2013 |
SALE / RetailMeNot, Inc. / J.P. Morgan Investment Management Inc. - SCHEDULE 13G Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* RetailMeNot, Inc. (Name of Issuer) Series 1 Common Stock, $0.001 par value per share (Title of Class of Securities) 76132B 106 (CUSIP Number) July 18, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to d |
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| July 19, 2013 |
9,090,908 Shares Series 1 Common Stock Final Prospectus Table of Contents Filed pursuant to Rule 424(b)(4) Registration No. |
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| July 18, 2013 |
As filed with the Securities and Exchange Commission on July 18, 2013 Registration No. |
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| July 18, 2013 |
EX-10.4.9 Exhibit 10.4.9 SECURITY AGREEMENT This Restated Security Agreement (the “Agreement”) is executed as of July 1, 2013. For value received, and effective as of the Effective Date (as defined herein), but not effective before the Effective Date, each of the undersigned (collectively “Debtor”) pledges, assigns and grants to Comerica Bank, whose address is 1717 Main Street, Dallas, Texas 75201 |
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| July 18, 2013 |
INTELLECTUAL PROPERTY SECURITY AGREEMENT EX-10.5.1 Exhibit 10.5.1 INTELLECTUAL PROPERTY SECURITY AGREEMENT This Intellectual Property Security Agreement is executed as of July 1, 2013 by and among COMERICA BANK, as Administrative Agent for the Lenders (in such capacity “Agent”), Regions Bank, as Syndication Agent, and RETAILMENOT, INC., a Delaware corporation, CSB ACQUISITION CO., LLC, a Delaware limited liability company, SPECTRAWIDE AC |
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| July 18, 2013 |
EX-10.4.8 Exhibit 10.4.8 AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT DATED AS OF JULY 1, 2013 COMERICA BANK, as Administrative Agent, Sole Lead Arranger and Sole Bookrunner, REGIONS BANK, as Syndication Agent, and RETAILMENOT, INC., and the other Borrowers named herein as Borrowers TABLE OF CONTENTS Page 1. DEFINITIONS 1 1.1 Certain Defined Terms 1 2. REVOLVING CREDIT 34 2.1 Comm |
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| July 16, 2013 |
July 16, 2013 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| July 16, 2013 |
Table of Contents As filed with the Securities and Exchange Commission on July 16, 2013 Registration No. |
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| July 16, 2013 |
Form 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 RETAILMENOT, INC. |
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| July 16, 2013 |
EX-10.4.9 Exhibit 10.4.9 SECURITY AGREEMENT This Restated Security Agreement (the “Agreement”) is executed as of July 1, 2013. For value received, and effective as of the Effective Date (as defined herein), but not effective before the Effective Date, each of the undersigned (collectively “Debtor”) pledges, assigns and grants to Comerica Bank, whose address is 1717 Main Street, Dallas, Texas 75201 |
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| July 16, 2013 |
INTELLECTUAL PROPERTY SECURITY AGREEMENT EX-10.5.1 4 d498394dex1051.htm EX-10.5.1 Exhibit 10.5.1 INTELLECTUAL PROPERTY SECURITY AGREEMENT This Intellectual Property Security Agreement is executed as of July 1, 2013 by and among COMERICA BANK, as Administrative Agent for the Lenders (in such capacity “Agent”), Regions Bank, as Syndication Agent, and RETAILMENOT, INC., a Delaware corporation, CSB ACQUISITION CO., LLC, a Delaware limited li |
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| July 16, 2013 |
Acceleration Request July 16, 2013 VIA EDGAR Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N. |
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| July 16, 2013 |
EX-10.4.8 Exhibit 10.4.8 AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT DATED AS OF JULY 1, 2013 COMERICA BANK, as Administrative Agent, Sole Lead Arranger and Sole Bookrunner, REGIONS BANK, as Syndication Agent, and RETAILMENOT, INC., and the other Borrowers named herein as Borrowers TABLE OF CONTENTS Page 1. DEFINITIONS 1 1.1 Certain Defined Terms 1 2. REVOLVING CREDIT 34 2.1 Comm |
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| July 16, 2013 |
EX-10.6.4 5 d498394dex1064.htm EX-10.6.4 Exhibit 10.6.4 AMENDMENT NO. 3 This Amendment No. 3 (this “Amendment”) is executed as of January 21, 2013, between NOP 301 CONGRESS LP, a Texas limited partnership (“Landlord”), and WHALESHARK MEDIA, INC., a Delaware corporation (“Tenant”), for the purpose of amending the Lease Agreement between Landlord and Tenant dated May 24, 2011 (the “Original Lease”). |
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| July 12, 2013 |
CORRESP DLA Piper LLP (US) 401 Congress Avenue, Suite 2500 Austin, Texas 78701-3799 www. |
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| July 8, 2013 |
EX-10.20 Exhibit 10.20 RETAILMENOT, INC. 2013 EQUITY INCENTIVE PLAN 1. Establishment, Purpose and Term of Plan 1 1.1 Establishment 1 1.2 Purpose 1 1.3 Term of Plan 1 2. Definitions and Construction 1 2.1 Definitions 1 2.2 Construction 8 3. Administration 9 3.1 Administration by the Committee 9 3.2 Authority of Officers 9 3.3 Administration with Respect to Insiders 9 3.4 Committee Complying with Se |
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| July 8, 2013 |
Shares RETAILMENOT, INC. SERIES 1 COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENT EX-1.1 Exhibit 1.1 Shares RETAILMENOT, INC. SERIES 1 COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENT , 2013 , 2013 Morgan Stanley & Co. LLC Goldman, Sachs & Co. Credit Suisse Securities (USA) LLC c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 Ladies and Gentlemen: RetailMeNot, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the sever |
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| July 8, 2013 |
AMENDED AND RESTATED BYLAWS OF RETAILMENOT, INC. ARTICLE I EX-3.4 4 d498394dex34.htm EX-3.4 Exhibit 3.4 AMENDED AND RESTATED BYLAWS OF RETAILMENOT, INC. ARTICLE I STOCKHOLDERS 1.1 Place of Meetings. All meetings of stockholders shall be held at such place (if any) within or without the State of Delaware as may be determined from time to time by the Board of Directors or, if not determined by the Board of Directors, by the Chairman of the Board, the Presid |
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| July 8, 2013 |
EX-4.3.3 EXHIBIT 4.3.3 VOTING AGREEMENT THIS VOTING AGREEMENT (this “Agreement”) is made as of July 5, 2013, by and among RetailMeNot, Inc., a Delaware corporation (the “Company”), Institutional Venture Partners XIII, L.P. (“IVP”) and JP Morgan Digital Growth Fund L.P. (“JPM” and together with IVP, the “Stockholders”). WHEREAS, in connection with the Company’s proposed initial public offering of i |
