Shareholders in Zillow and Trulia will hold special meetings Dec. 18 to vote on the companies’ planned merger, according to an SEC regulatory filing made public today.
The merger is expected to be approved. Zillow’s meeting will take place in Seattle, and Trulia’s will take place in San Francisco.
Zillow announced in July that it had entered into a definitive agreement to acquire Trulia for $3.5 billion.
If the merger goes through, Trulia execs could acquire the stock awards that they were set to receive in a considerably shorter time period than they would have otherwise, according to a regulatory filing that will be mailed to Zillow and shareholders and Trulia stockholders in connection with the meeting.
Trulia CEO Pete Flint ($13.403 million); Chief Operating Officer Paul Levine ($11.524 million) and Chief Financial Officer Prashant Aggarwal ($11.012 million) would get the largest estimated values of “equity acceleration,” assuming that they meet the conditions applicable to their performance-based restricted stock units prior to the closing of the Trulia merger, the filing said.
The filing also indicated that Zillow founders Richard Barton and Lloyd Frink will collectively own 55 percent in the voting power of the merged company’s capital stock. This will give them the ability to elect all of its directors and “determine the outcome of most matters submitted for a vote” of its shareholders.
The FTC has been studying how a Zillow-Trulia merger could impact competition, and made second requests for information from the companies in early September. Recently, Zillow promised the FTC that it would not consummate the deal before Feb. 1, according to a regulatory filing.
