TUCOWS INC /PA/ — Director's Dealing 2019

Feb 25, 2019

SEC Form 4/A — Form 4/A

Issuer: TUCOWS INC /PA/ (TCX)
CIK: 0000909494
Period of Report: 2018-09-04

Reporting Person: Burnham Brad (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-09-04	Stock Option (Right to Buy)	$57.95	A	3750	Acquired	2023-09-03	Common Stock (3750)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	26112	Direct
Common Stock	327870	Indirect

Footnotes

F1: USV Opportunity Investors 2014, L.P. ("USV Opportunity 2014") is the holder of these shares. USV Opportunity 2014 GP, LLC ("USV Opportunity 2014 GP ") is the general partner of USV Opportunity 2014 and, as such, has the power to vote and dispose of the shares held by USV Opportunity 2014. Mr. Burhham is a manager of USV Opportunity 2014 GP and, as such, may be deemed to share voting and dispositive power over the shares held by USV Opportunity 2014. Mr. Burnham disclaims beneficial ownership of the shares owned by USV Opportunity 2014 except to the extent of his pecuniary interest therein.

F2: In December 1, 2017, Mr. Burnham, who is also a member of Union Square Ventures, LLC ("USV LLC"), entered into a fee compensation agreement with USV LLC, under which Mr. Burnham agreed to hold the Issuer's stock option grants to him in his individual capacity, and upon the exercise of such options, Mr. Burnham will transfer to USV LLC the shares acquired in the option exercise or, with the consent of USV LLC, a cash payment equal to the fair market value of such shares. In connection with such option exercise and transfer, USV LLC will extend to Mr. Burnham an interest-free loan in an amount equal to the exercise price of the option, and any transfer of acquired shares or cash payment will, to the extent not in excess of the amount of the loan (if any), first be deemed as repayment of the loan.