1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Non-Qualified Stock Option (right to buy)
|
Â
(2)
|
05/25/2015 |
Common Stock
|
10,000
|
$
12.92
|
D
|
Â
|
Non-Qualified Stock Option (right to buy)
|
Â
(3)
|
05/25/2015 |
Common Stock
|
30,000
|
$
12.92
|
D
|
Â
|
Convertible Series A-2 Preferred Stock
|
Â
(4)
|
Â
(4)
|
Common Stock
|
4,071,618
|
$
(4)
|
I
|
By First American Credit Management Solutions, Inc.
(5)
|
Convertible Series C-3 Preferred Stock
|
Â
(6)
|
Â
(6)
|
Common Stock
|
1,357,206
|
$
(6)
|
I
|
By First American Credit Management Solutions, Inc.
(5)
|
* |
If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** |
Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) |
1/3rd of the shares of restricted common stock will vest yearly from July 1, 2005, such that 100% of the shares will be fully vested on July 1, 2008. |
(2) |
100% of the shares subject to the option will vest on the first anniversary date of May 26, 2005. |
(3) |
1/3rd of the shares subject to the option will vest yearly from July 1, 2005, such that 100% of the shares subject to the option will be fully vested on July 1, 2008. |
(4) |
The shares of Convertible Series A-2 Preferred Stock shall automatically convert into shares of common stock on a 1-to-1 basis upon the closing of the Issuer's initial public offering. |
(5) |
First American Credit Management Solutions, Inc. ("CMSI") is a wholly-owned subsidiary of First Advantage Corporation, a publicly traded company. First Advantage Corporation may be deemed a beneficial owner of the shares held by CMSI; however, it disclaims beneficial ownership except to the extent of its pecuniary interest. Mr. Tischler is Group President of First Advantage Dealer Services, an affiliate of CMSI. Mr. Tischler disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. |
(6) |
The shares of Convertible Series C-3 Preferred Stock shall automatically convert into shares of common ctock on a 1-to-1 basis upon the closing of the Issuer's initial public offering. |