SEC Form 4 · accession 0001127602-17-010942
ALTABA INC. · AABA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Marissa A Mayer
Officer — Chief Executive Officer · Director
Period of report
Mar 6, 2017
Accepted (ET)
Mar 8, 2017 · 7:38 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001011006
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 6, 2017 | A | 8,837 | $0.00 | A | 2,194,860 | D | |
| Common StockF2 | Mar 6, 2017 | A | 7,826 | $0.00 | A | 2,202,686 | D | |
| Common StockF3 | Mar 6, 2017 | A | 10,011 | $0.00 | A | 2,212,697 | D | |
| Common StockF4 | Mar 6, 2017 | F | 31,739 | $45.64 | D | 2,180,958 | D | |
| Common StockF5 | Mar 6, 2017 | F | 2,003 | $45.64 | D | 2,178,955 | D | |
| Common StockF6 | Mar 6, 2017 | F | 28,108 | $45.64 | D | 2,150,847 | D | |
| Common StockF7 | Mar 6, 2017 | F | 35,954 | $45.64 | D | 2,114,893 | D | |
| Common StockF8 | Mar 7, 2017 | F | 2,561 | $45.73 | D | 2,112,332 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F9 | $18.87 | holding | — | — | — | — | Nov 29, 2019 | Common Stock | 2,503,608 | 2,503,608 | D |
Explanation of responses
- F1On February 27, 2014, the reporting person was granted a performance-based restricted stock unit award by Yahoo! Inc. (the "Company"), a portion (or "tranche") of which was eligible to vest based on certain financial objectives for performance year 2016. The "target" number of shares subject to the award was previously reported in Table I of Form 4. On March 6, 2017, the Company determined that, based on the Company's 2016 performance, the award tranche allocated to 2016 vested at 117 percent of target. The incremental above-target vesting amount for 2016 performance is reported above.
- F2On March 6, 2015, the reporting person was granted a performance-based restricted stock unit award by the Company, a tranche of which was eligible to vest based on certain financial objectives for performance year 2016. The "target" number of shares subject to the award was previously reported in Table I of Form 4. On March 6, 2017, the Company determined that, based on the Company's 2016 performance, the award tranche allocated to 2016 vested at 117 percent of target. The incremental above-target vesting amount for 2016 performance is reported above.
- F3On March 7, 2016, the reporting person was granted a performance-based restricted stock unit award by the Company, a tranche of which was eligible to vest based on certain financial objectives for performance year 2016. The "target" number of shares subject to the award was previously reported in Table I of Form 4. On March 6, 2017, the Company determined that, based on the Company's 2016 performance, the award tranche allocated to 2016 vested at 117 percent of target. The incremental above-target vesting amount for 2016 performance is reported above.
- F4Represents shares withheld by the Company to satisfy tax withholding obligations in connection with the vesting of 60,825 restricted stock units granted to the reporting person on February 27, 2014.
- F5Represents shares withheld by the Company to satisfy tax withholding obligations in connection with the vesting of 3,837 restricted stock units granted to the reporting person on March 6, 2015.
- F6Represents shares withheld by the Company to satisfy tax withholding obligations in connection with the vesting of 53,866 restricted stock units granted to the reporting person on March 6, 2015.
- F7Represents shares withheld by the Company to satisfy tax withholding obligations in connection with the vesting of 68,903 restricted stock units granted to the reporting person on March 7, 2016.
- F8Represents shares withheld by the Company to satisfy tax withholding obligations in connection with the vesting of 4,908 restricted stock units granted to the reporting person on March 7, 2016.
- F9On November 29, 2012, the reporting person was granted a performance-based stock option by the Company, a tranche of which was eligible to vest based on certain financial objectives for performance year 2016. The "target" number of shares subject to the option was previously reported in Table II of Form 4. On March 6, 2017, the Company determined that, based on the Company's 2016 performance, the option tranche allocated to 2016 vested at 100 percent of target, thereby causing an incremental 761,538 options to become exercisable. As of March 6, 2017, a total of 2,962,379 options from this grant have vested and, net of prior exercises, 2,503,608 options remain outstanding and exercisable. No further options are eligible to vest from this grant.