1. Name and Address of Reporting Person * |
Â
ROBERTS MATTHEW |
|
2. Date of Event Requiring Statement (Month/Day/Year) 05/20/2009 |
3. Issuer Name and Ticker or Trading Symbol OPENTABLE INC [OPEN]
|
C/O OPENTABLE, INC., 799 MARKET STREET, FOURTH FLOOR |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director |
_____ 10% Owner |
__X__ Officer (give title below) |
_____ Other (specify below) |
Chief Financial Officer |
|
5. If Amendment, Date Original Filed(Month/Day/Year)
|
SAN FRANCISCO, CA 94103-2048 |
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
|
Table I - Non-Derivative Securities Beneficially Owned |
|
1.Title of Security (Instr. 4) |
2. Amount of Securities Beneficially Owned (Instr. 4) |
3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) |
4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock, $0.0001 par value
|
109,332
(1)
|
I
|
By Trust
(2)
|
Common Stock, $0.0001 par value
|
15,449
|
I
|
By GRAT
(3)
|
Common Stock, $0.0001 par value
|
8,550
|
I
|
By GRAT
(4)
|
|
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 |
Stock Option (right to buy)
|
Â
(5)
|
08/08/2015 |
Common Stock
|
68,266
|
$
1.5
|
D
|
Â
|
Stock Option (right to buy)
|
Â
(6)
|
02/04/2017 |
Common Stock
|
71,999
|
$
4.875
|
D
|
Â
|
* |
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) |
A portion of these shares is subject to a right of repurchase held by the Issuer. |
(2) |
These shares are held by the Roberts Family Trust, dated April 24, 2008. |
(3) |
These shares are held by the Matthew Roberts Annuity Trust, dated April 24, 2008. |
(4) |
These shares are held by Matthew John Roberts 2009 Annuity Trust, U/D/T dated April 8, 2009. |
(5) |
The initial option was for 134,933 shares, 66,666 of which were immediately exercisable, an additional 66,666 were immediately exercisable on December 31, 2005 and the remaining 1,601 were immediately exercisable on December 31, 2006. The shares vest pursuant to the following schedule: 25% of the shares subject to the option vest on the first anniversary of the vesting commencement date and 1/48th of the shares subject to the option vest on each monthly anniversary of the vesting commencement date thereafter, subject to the Reporting Person's continued employment or service relationship with the Issuer on each of the vesting dates. |
(6) |
The shares vest pursuant to the following schedule: 1/24th of the shares subject to the option vest on each monthly anniversary of the vesting commencement date, subject to the Reporting Person's continued employment or service relationship with the Issuer on each of the vesting dates. |