RealNetworks, Inc. (NASDAQ:RNWK) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement.
On February 27, 2018, RealNetworks, Inc. (the “Company”) entered into Amendment No. 2 (the “Amendment”) to Amended and Restated Shareholder Rights Plan, dated as of December 2, 2008 (as amended, the “Rights Agreement”), between the Company and Computershare Inc. (as successor to Computershare Shareowner Services LLC, f/k/a Mellon Investor Services LLC). Capitalized terms used but not otherwise defined have the meaning given to them in the Rights Agreement.
The Amendment provides that Robert Glaser shall cease to be the Grandfathered Shareholder at such time that he becomes the Beneficial Owner (excluding, solely for this purpose, any Common Shares for which Mr. Glaser otherwise becomes the Beneficial Owner upon the vesting or exercise of any stock options or other stock-based awards granted to Mr. Glaser in connection with his employment with the Company) of more than 38.5% of the then-outstanding Common Shares.
The foregoing is a summary of the terms of the Amendment. The summary does not purport to be complete and is qualified in its entirety by reference to the Amendment, a copy of which is attached as Exhibit 4.1 and incorporated herein by reference.
Item 1.01. Material Modification to Rights of Security Holders.
The information set forth under Item 1.01 is incorporated herein by reference.
Item 1.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. |
Description |
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4.1 |
Amendment No. 2, dated as of February 27, 2018, to Amended and Restated Shareholder Rights Plan, dated as of December 2, 2008, between RealNetworks, Inc. and Computershare Inc. (as successor to Computershare Shareowner Services LLC, f/k/a Mellon Investor Services LLC), as rights agent. |
REALNETWORKS INC ExhibitEX-4.1 2 ex41rightsplanamendmentno2.htm EXHIBIT 4.1 Exhibit AMENDMENT NO. 2 TO AMENDED AND RESTATEDSHAREHOLDER RIGHTS PLANby and betweenRealNetworks,…To view the full exhibit click here
About RealNetworks, Inc. (NASDAQ:RNWK)
RealNetworks, Inc. (RealNetworks) is engaged in creating applications and services, which help in connecting with digital media. The Company provides the digital media services and products it creates to consumers, mobile carriers and other businesses. It operates through three segments: RealPlayer Group, Mobile Entertainment and Games. Its RealPlayer Group business consists of its photo and video sharing product, RealTimes and its RealPlayer media player software, and related products and services. Its Mobile Entertainment segment consists primarily of the digital media services, which it provides to network service providers as software as a service (SaaS) offerings. It owns and operates casual games service, offering casual games through digital downloads, online subscription play, third-party portals, social networks and mobile devices. Its casual games include board, card, puzzle, word and hidden-object games. It develops, publishes, licenses and distributes casual games.
