SEC FORM
4
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
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| OMB APPROVAL |
| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
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|
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Tree.com, Inc.
[ TREE ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| X |
Director |
X |
10% Owner |
| X |
Officer (give title below) |
|
Other (specify below) |
| Chairman & CEO |
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3. Date of Earliest Transaction
(Month/Day/Year)
08/30/2010
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
|
Form filed by More than One Reporting Person |
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| 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)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
Amount |
(A) or (D) |
Price |
| Common Stock |
08/30/2010 |
|
P
|
|
534,900 |
A |
|
2,147,563 |
D |
|
| Common Stock |
|
|
|
|
|
|
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45,374 |
I |
Through family trust |
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)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Explanation of Responses: |
|
|
/s/ Debra Ashley as Attorney-in-Fact for Douglas R. Lebda |
09/01/2010 |
|
** 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. |
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints each of Claudette
Hampton, Christopher Hayek, Debra Ashley and Kathleen Fritzsche,
signing singly, as the undersigned&=146;s true and lawful attorney-in-fact to:
1. execute for and on behalf of the undersigned, in the undersigned&=146;s
capacity as an officer and/or director of Tree.com, Inc. (the
“Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934 and the rules thereunder (the
“Exchange Act”), as well as the Form ID to obtain and/or renew EDGAR
codes for use in connection with the filing of Forms 3, 4 and 5 and any
other related documentation;
2. do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and
execute any such Form 3, 4 or 5, Form ID or other related
documentation, complete and execute any amendment or
amendments thereto, and timely file such forms or documentation
with the United States Securities and Exchange Commission and any
stock exchange or similar authority;
3. take any other action of any type whatsoever in connection with
the foregoing which, in the opinion of such attorney-in-fact, may be of
benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by
such attorney-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms
and conditions as such attorney-in-fact may approve in such attorney-
in-fact’s discretion; and
4. in connection with the preparation and filing of Forms 3, 4 and 5,
seek or obtain, as the undersigned#146;s attorney-in-fact and on the
undersigned#146;s behalf, information regarding transactions in the
company#146;s securities from any third party, including brokers, employee
benefit plan administrators and trustees, and the undersigned hereby
authorizes any such person to release any such information to such
attorney-in-fact and approves and ratifies any such release of
information.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform any and every act and thing
whatsoever requisite, necessary, or proper to be done in connection
with the exercise of any of the rights and powers herein granted, as
fully to all intents and purposes as the undersigned might or could do if
personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact#146;s substitute or substitutes, shall lawfully do or cause to
be done by virtue of this Power of Attorney and the rights and powers
herein granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any of
the undersigned#146;s responsibilities to comply with Section 16 of the
Exchange Act.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect
to the undersigned#146;s holdings of and transactions in securities issued
by the Company, unless earlier revoked by the undersigned in a signed
writing delivered to the foregoing attorneys-in-fact.
This Power of Attorney does not relieve the undersigned from
responsibility for compliance with the undersigned#146;s obligations under
the Exchange Act, including, without limitation, the reporting
requirements under Section 16 of the Exchange Act. Additionally,
although pursuant to this Power of Attorney the Company will use
commercially reasonable best efforts to timely and accurately file
Section 16 reports on behalf of the undersigned, the Company does
not represent or warrant that it will be able to in all cases timely and
accurately file Section 16 reports on behalf of the undersigned due to
various factors, including, but not limited to, the shorter deadlines
mandated by the Sarbanes-Oxley Act of 2002, possible time zone
differences between the Company and the undersigned and the
Company#146;s need to rely on other parties for information, including the
undersigned and brokers of the undersigned.
IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 1 day of April 2010.
/s/ DOUGLAS R. LEBDA
