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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 15
CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER
SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
Commission File Number 000-26100
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NETGRAVITY, INC.
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(Exact name of registrant as specified in its charter)
1900 S. NORFOLK STREET, SUITE 150, SAN MATEO, CALIFORNIA, 94403
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(Address, including zip code, and telephone number, including area code, of
registrant's principal executive offices)
COMMON STOCK, PAR VALUE $0.001 PER SHARE
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(Title of each class of securities covered by this Form)
NONE
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(Titles of all other classes of securities for which a duty to file reports
under section 13(a) or 15(d) remains)
Please place an X in the box(es) to designate the appropriate rule
provision(s) relied upon to terminate or suspend the duty to file reports:
Rule 12g-4(a)(1)(i) |X| Rule 12h-3(b)(1)(i) |X|
Rule 12g-4(a)(1)(ii) |_| Rule 12h-3(b)(1)(ii) |_|
Rule 12g-4(a)(2)(i) |_| Rule 12h-3(b)(2)(i) |_|
Rule 12g-4(a)(2)(ii) |_| Rule 12h-3(b)(2)(ii) |_|
Rule 15d-6 |X|
Approximate number of holders of record as of the certificate or notice
date: NONE
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Effective as of October 26, 1999, the Registrant was acquired by
DoubleClick Inc., a Delaware corporation ("DoubleClick"), by way of a merger
(the "Merger") in which NJ Merger Corporation, a Delaware corporation formed
solely to effect the Merger and wholly owned subsidiary of DoubleClick, merged
with and into the Registrant. Shortly after the Merger, the Registrant was
merged with and into DoubleClick and the Registrant ceased to exist. In
connection with the Merger, 0.28 shares of DoubleClick common stock were
exchanged for each share of common stock of the Registrant outstanding
immediately prior to the consummation of the Merger and DoubleClick assumed all
of the Registrant's stock options and warrants outstanding at the effective date
of the Merger, based on the 0.28 exchange ratio. Accordingly, as of the date
hereof, there are no holders of record of Common Stock of the Registrant.
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Pursuant to the requirements of the Securities Exchange Act of 1934 (NAME OF
REGISTRANT AS SPECIFIED IN CHARTER) has caused this certification/notice to be
signed on its behalf by the undersigned duly authorized person.
Date: October 26, 1999 By: /s/ Eric W. Spivey
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Eric W. Spivey
Chief Executive Officer
Instruction: This form is required by Rules 12g-4, 12h-3 and 15d-6 of the
General Rules and Regulations under the Securities Exchange Act of 1934. The
registrant shall file with the Commission three copies of Form 15, one of which
shall be manually signed. It may be signed by an officer of the registrant, by
counsel or by any other duly authorized person. The name and title of the person
signing the form shall by typed or printed under the signature.
