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Vimeo (VMEO) director equity cashed out in Bending Spoons deal

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Vimeo, Inc. (VMEO) director Glenn H. Schiffman reported the cash-out of his equity holdings in connection with Vimeo’s merger with Bending Spoons US Inc. At the merger’s effective time on 11/24/2025, each share of Vimeo common stock was cancelled and converted into the right to receive $7.85 in cash, and his total of 387,404.184 common-stock and related units was disposed of at that cash amount. Restricted stock units and deferred stock units were also cancelled and converted into cash based on the $7.85 per-share merger consideration. All outstanding stock options were cancelled; in-the-money options were converted into cash equal to the number of underlying shares multiplied by the excess of $7.85 over the option’s exercise price, while options with exercise prices at or above $7.85 were cancelled for no payment.

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Insights

Vimeo’s merger triggers full cash settlement of this director’s equity.

The filing shows how the Bending Spoons US acquisition of Vimeo, Inc. affects director Glenn H. Schiffman’s equity. At the effective time on 11/24/2025, each Vimeo common share was converted into the right to receive $7.85 in cash, so his 387,404.184 common-related units were fully cashed out.

The filing also clarifies treatment of stock-based awards. Each restricted stock unit and deferred stock unit was cancelled and converted into cash equal to the number of underlying shares multiplied by the $7.85 merger consideration. This effectively accelerates value recognition for these awards in a single transaction.

Stock options were handled based on their exercise prices. For each option, cash consideration equals the underlying share count multiplied by the excess of $7.85 over the exercise price; options with exercise prices at or above $7.85 were simply cancelled with no payment. Subsequent disclosures in company or acquirer materials may provide additional context on the overall merger economics for other holders.

SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Schiffman Glenn

(Last) (First) (Middle)
C/O VIMEO, INC.
330 WEST 34TH ST, 5TH FLOOR

(Street)
NEW YORK NY 10001

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Vimeo, Inc. [ VMEO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/24/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/24/2025 D(1) 387,404.184(2)(3) D $7.85(3) 0 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option to Purchase Common Stock $4 11/24/2025 D(1) 250,000 (4) 03/21/2033 Common Stock 250,000 (4) 0 D
Option to Purchase Common Stock $2.8838 11/24/2025 D(1) 245,148 (4) 04/07/2026 Common Stock 245,148 (4) 0 D
Option to Purchase Common Stock $4.7874 11/24/2025 D(1) 243,525 (4) 02/14/2027 Common Stock 243,525 (4) 0 D
Option to Purchase Common Stock $9.6081 11/24/2025 D(1) 129,880 (4) 03/02/2028 Common Stock 129,880 (4) 0 D
Explanation of Responses:
1. This Form 4 reports securities transacted pursuant to the Agreement and Plan of Merger, dated as of September 10, 2025 (the "Merger Agreement"), by and among the Issuer, Bending Spoons US Inc. ("Bending Spoons US"), Bending Spoons S.p.A. and Bloomberg Merger Sub Inc., a wholly-owned subsidiary of Bending Spoons US ("Merger Sub"). On November 24, 2025 (the "Effective Time"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly-owned subsidiary of Bending Spoons US.
2. Consists of 124,627 shares of the Issuer's common stock, par value $0.01 per share (the "Common Stock"), 250,000 shares of Common Stock underlying restricted stock units ("RSUs") held by the Reporting Person, and 12,777.184 deferred stock units credited to the Reporting Person pursuant to the 2021 Vimeo, Inc. Deferred Compensation Plan for Non-Employee Directors ("Share Units").
3. Pursuant to the terms of the Merger Agreement, at the Effective Time, (i) each outstanding share of Common Stock was cancelled and automatically converted into the right to receive $7.85 in cash, without interest and subject to any applicable withholding or other taxes (the "Merger Consideration"), and (ii) each outstanding RSU (including each Share Unit), whether vested or unvested, was canceled and converted into the right to receive an amount in cash equal to (x) the total number of shares underlying such RSU or Share Unit, multiplied by (y) the Merger Consideration.
4. Pursuant to the terms of the Merger Agreement, at the Effective Time, each option to purchase Common Stock ("Option") that was outstanding and unexercised, whether vested or unvested, was canceled and converted into the right to receive an amount in cash equal to (x) the total number of shares underlying the Option, multiplied by (y) the excess, if any, of the Merger Consideration over the exercise price of such Option. Any Option with an exercise price equal to or greater than the Merger Consideration was canceled for no consideration.
Remarks:
/s/ Jessica Tracy as Attorney-in-Fact for Glenn H. Schiffman 11/24/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What does the Glenn H. Schiffman Form 4 report for Vimeo (VMEO)?

The Form 4 reports that Vimeo director Glenn H. Schiffman disposed of his Vimeo equity holdings in connection with the merger, as his common stock, RSUs, deferred stock units, and stock options were cancelled and converted into cash at the merger closing.

What cash amount per share did Vimeo (VMEO) stockholders receive in the merger?

Each outstanding share of Vimeo common stock was cancelled and automatically converted into the right to receive $7.85 in cash, without interest and subject to applicable taxes, as the merger consideration.

How were Vimeo (VMEO) restricted stock units and deferred stock units treated?

Each outstanding restricted stock unit and deferred stock unit was cancelled and converted into cash equal to the number of underlying shares multiplied by the $7.85 merger consideration.

What happened to Vimeo (VMEO) stock options in this transaction?

Each outstanding Vimeo stock option was cancelled at the effective time. Options with exercise prices below $7.85 were converted into cash equal to the underlying shares times the excess of $7.85 over the exercise price, while options with exercise prices at or above $7.85 were cancelled with no consideration.

Who acquired Vimeo, Inc. (VMEO) in this merger?

Vimeo became a wholly owned subsidiary of Bending Spoons US Inc. after Bloomberg Merger Sub Inc., a subsidiary of Bending Spoons US, merged with and into Vimeo under the Agreement and Plan of Merger dated September 10, 2025.

What role does Glenn H. Schiffman have at Vimeo (VMEO)?

Glenn H. Schiffman is identified in the filing as a director of Vimeo, Inc., and the Form 4 is filed as a report by one reporting person.
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