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Liveperson Inc. — Proxy Solicitation & Information Statement 2011
Mar 22, 2011
6896_rns_2011-03-22_301e1d6b-ba2a-428d-ba40-d55d0db1ba29.pdf
Proxy Solicitation & Information Statement
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LivePerson, Inc.
Cautionary Note to Reader: The stockholder data in the table below speaks only as of the dates indicated in the footnotes and are based on documents that are publicly filed by LivePerson, Inc. (the "Company") or the relevant stockholder with the U.S. Securities and Exchange Commission (the "SEC"). The Company may, and intends to, file a Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 on or before April 30, 2011 with the SEC that updates certain of the information reflected in the table below.
| Name of Stockholders | Address | ID number | Common Stocks (#) | Holdings (%) | Options (#) | Common Stocks + options (#) | Holdings [fully diluted] (%) |
|---|---|---|---|---|---|---|---|
| 1 Anchorage Capital Group LLC (1) | 610 Broadway, 6th Fl, New York, NY 10012 | Foreign | 3,381,214 | 6.5% | 3,381,214 | 5.0% | |
| 2 BlackRock, Inc. (2) | 40 East 52nd St. New York, NY 10022 | Foreign | 2,620,235 | 5.0% | 2,620,235 | 3.9% | |
| 3 FMR LLC (3) | 82 Devonshire St. Boston Massachusetts 02109 | Foreign | 4,481,523 | 8.6% | 4,481,523 | 6.6% | |
| 4 Gilder, Gagnon, Howe & Co. LLC (4) | 3 Columbus Circle, 26th Fl., New York, NY 10019 | Foreign | 5,883,593 | 11.3% | 5,883,593 | 8.7% |
Directors
5 Berns Steven (5) | 462 Seventh Avenue 3rd Fl., New York, NY 10018 | Foreign | 0 | 0.0% | 60,000 | 60,000 | 0.1% | 6 Bixby Timothy (6) | 462 Seventh Avenue 3rd Fl., New York, NY 10018 | Foreign | 286,750 | 0.6% | 407,750 | 694,500 | 1.0% | 7 Block Peter (7) | 462 Seventh Avenue 3rd Fl., New York, NY 10018 | Foreign | 3,000 | 0.0% | 35,000 | 38,000 | 0.1% | 8 Lavan Kevin (8) | 462 Seventh Avenue 3rd Fl., New York, NY 10018 | Foreign | 6,000 | 0.0% | 75,000 | 81,000 | 0.1% | 9 LoCascio Robert** (9) | 462 Seventh Avenue 3rd Fl., New York, NY 10018 | Foreign | 4,887,963 | 9.4% | 311,250 | 5,199,213 | 7.7% | 10 Wesemann William (10) | 462 Seventh Avenue 3rd Fl., New York, NY 10018 | Foreign | 40,000 | 0.1% | 105,000 | 145,000 | 0.2% |
Total Common Stocks: 52,044,178 * (11) Total Common Stocks and Options: 67,807,169
Footnotes to Table:
(1) Holdings provided for stockholder speak only as of February 14, 2011 pursuant to a Schedule 13G Amendment filed by the stockholder with the SEC.
(2) Holdings provided for stockholder speak only as of February 7, 2011 pursuant to a Schedule 13G filed by the stockholder with the SEC.
(3) Holdings provided for stockholder speak only as of February 10, 2011 pursuant to a Schedule 13G filed by the stockholder with the SEC.
(4) Holdings provided for stockholder speak only as of February 14, 2011 pursuant to a Schedule 13G Amendment filed by the stockholder with the SEC. The shares reported include 5,128,812 shares held in customer accounts over which partners and/or employees of the Reporting Person have discretionary authority to dispose of or direct the disposition of the shares, 624,729 shares held in accounts owned by the partners of the Reporting Person and their families, and 130,052 shares held in the account of the profit-sharing plan of the Reporting Person (“the Profit-Sharing Plan”).
(5) Holdings provided for stockholder speak only as of April 30, 2010 pursuant to a Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 filed by the Company with the SEC. It is expected that updated information will be filed by the Company pursuant to its 2011 Proxy Statement to be filed in April 2011.
(6) Holdings provided for stockholder speak only as of April 30, 2010 pursuant to a Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 filed by the Company with the SEC. It is expected that updated information will be filed by the Company pursuant to its 2011 Proxy Statement to be filed in April 2011.
(7) Holdings provided for stockholder speak only as of August 3, 2010 pursuant to Form 4's filed by the Company pursuant to Section 16(a) of the Securities Exchange Act of 1934 with the SEC.
(8) Holdings provided for stockholder speak only as of April 30, 2010 pursuant to a Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 filed by the Company with the SEC. It is expected that updated information will be filed by the Company pursuant to its 2011 Proxy Statement to be filed in April 2011.
(9) Mr. LoCascio is the Chairman of the board of directors of the Company and the Company's CEO. The stockholdings provided for Mr. LoCascio speak only as of February 14, 2011 as reported by Mr. LoCascio in a Schedule 13G Amendment filed with the SEC.
(10) Stockholdings provided for stockholder speak only as of April 30, 2010 pursuant to a Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 filed by the Company with the SEC. It is expected that updated information will be filed by the Company pursuant to its 2011 Proxy Statement to be filed in April 2011.
(11) The number of outstanding shares and options is provided is as of February 24, 2011, the registration date of LivePerson, Inc. on the Tel-Aviv Stock Exchange. On March 15, 2011, the Company filed an Annual Report on Form 10-K with the SEC (the "2010 10-K") containing updated information regarding the number of shares of Common Stock outstanding. The 2010 10-K was filed on MAGNA on March 16, 2011.