April 30, 2002
JUPITER MEDIA METRIX INC (JMXI)
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
Except as otherwise indicated, the following table sets forth information with respect to beneficial ownership of our common stock as of April 15, 2002 by:
- each person known by us to beneficially own more than 5% of
our common stock;
- our named executive officers;
- each of our directors; and
- all of our executive officers and directors as a group.
Beneficial ownership is determined in accordance with the rules of the Securities and Exchange Commission and includes voting or investment power with respect to the securities. Unless otherwise indicated, the address for those listed below is c/o Jupiter Media Metrix, Inc., 21 Astor Place, 6th Floor, New York, New York 10003. Except as indicated by footnote, and subject to applicable community property laws, the persons named in the table have sole voting and investment power with respect to all shares of common stock shown as beneficially owned by them. The number of shares of common stock outstanding used in calculating the percentage for each listed person includes the shares of common stock underlying options held by such persons that are exercisable within 60 days of April 15, 2002, but excludes shares of common stock underlying options held by any other person. Percentage of beneficial ownership is based on 35,880,531 shares of common stock outstanding as of April 15, 2002.
Shares Beneficially
Owned
-----
NAME OF BENEFICIAL OWNER Number Percent
------------------------ ------ -------
Tod Johnson (1).................................................. 5,282,014 14.7%
The NPD Group, Inc. (2).......................................... 4,294,514 12.0%
Wellington Management Company, LLP (3)........................... 2,200,000 6.1%
Gene DeRose (4).................................................. 1,520,040 4.2%
Kurt Abrahamson (5).............................................. 829,458 2.3%
Robert Kavner (6)................................................ 215,620 *
Jean Robinson (7)................................................ 118,819 *
James Mortensen (8).............................................. 61,036 *
Stig Kry (9)..................................................... 37,333 *
Randy Pausch (10)................................................ 18,750 *
Robert Becker.................................................... 0 *
All directors and executive officers as a group (9 persons)(11).. 8,083,070 22.2%
- * Indicates less than one percent of the common stock.
(1) Includes 4,294,514 shares of our common stock owned by The NPD Group, Inc. ("NPD") of which Mr. Johnson is the principal shareholder and Chief Executive Officer. Of the 4,294,514 shares of our common stock owned by NPD, 150,836 shares of the common stock are required to be sold to certain present or former employees or advisors of NPD upon the exercise of options granted on such shares pursuant to an NPD benefit plan. Also includes 125,000 shares issuable upon the exercise of warrants. The address of Mr. Johnson is c/o The NPD Group, Inc., 900 West Shore Road, Port Washington, NY 11050.
(2) Includes 150,836 shares of our common stock are required to be sold to certain present or former employees or advisors of
NPD upon the exercise of options granted on such shares pursuant to an NPD benefit plan. The address of NPD is 900 West Shore Road, Port Washington, NY 11050.
(3) Information as to the holdings of Wellington Management Company, LLP ("Wellington") is based upon a report on Schedule 13G filed with the Securities and Exchange Commission on February 12, 2002. The report indicates that Wellington is an investment adviser registered under the Investment Advisers Act of 1940. Such report indicates that Wellington, it its capacity as an investment adviser, may be deemed to own 2,200,000 shares owned of record by its clients, with shared dispositive power with respect to 2,200,000 shares and the right to direct the vote of 650,000 shares held by its clients. The address for Wellington is 75 State Street, Boston, MA 02109.
(4) Includes 42,570 shares issuable upon the exercise of options.
(5) Includes 79,698 shares issuable upon the exercise of options.
(6) Includes 26,420 shares issuable upon the exercise of options.
(7) Includes 114,584 shares issuable upon the exercise of options.
(8) Includes 20,000 shares held indirectly in Mr. Mortensen's individual retirement account and 32,227 shares issuable upon the exercise of options.
(9) Includes 34,333 shares issuable upon the exercise of options.
(10) All shares are issuable upon the exercise of options.
(11) Includes 473,582 shares issuable upon the exercise of options and warrants. |
