SEC Form 4 · accession 0001179110-17-003543
RUSH ENTERPRISES INC \TX\ · RUSHA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael McRoberts
Officer — COO & SVP
Period of report
Feb 27, 2017
Accepted (ET)
Mar 1, 2017 · 8:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001012019
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Feb 27, 2017 | M | 6,667 | $23.48 | A | 12,031 | D | |
| Class A Common StockF2 | Feb 27, 2017 | S | 6,667 | $35.3833 | D | 5,364 | D | |
| Class A Common Stock | Feb 27, 2017 | M | 3,334 | $25.70 | A | 8,698 | D | |
| Class A Common StockF2 | Feb 27, 2017 | S | 3,334 | $35.3833 | D | 5,364 | D | |
| Class B Common StockF3,F4 | Feb 27, 2017 | S | 500 | $33.0065 | D | 37,415 | D | |
| Class B Common StockF5,F4 | Feb 28, 2017 | S | 1,000 | $32.2242 | D | 36,415 | D | |
| Class B Common StockF6,F4 | Mar 1, 2017 | S | 1,101 | $32.4211 | D | 35,314 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option (right to buy)F7 | $23.48 | Feb 27, 2017 | M | 6,667 | D | — | Mar 15, 2022 | Class A Common Stock | 6,667 | 3,333 | D |
| Option (right to buy)F7 | $25.70 | Feb 27, 2017 | M | 3,334 | D | — | Mar 15, 2023 | Class A Common Stock | 3,334 | 6,666 | D |
Explanation of responses
- F1Includes 582 shares acquired on July 1, 2016, under the Rush Enterprises, Inc. Employee Stock Option Plan ("ESPP") and 577 shares acquired on January 1, 2017, under the ESPP.
- F2This price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.18 to $35.46. The reporting person undertakes to provide Rush Enterprises, Inc., any security holder of Rush Enterprises, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F3This price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.94 to $33.17. The reporting person undertakes to provide Rush Enterprises, Inc., any security holder of Rush Enterprises, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F4Includes unvested restricted stock units.
- F5This price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.00 to $32.50. The reporting person undertakes to provide Rush Enterprises, Inc., any security holder of Rush Enterprises, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F6This price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.05 to $32.89. The reporting person undertakes to provide Rush Enterprises, Inc., any security holder of Rush Enterprises, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F7Options may be exercised in increments of 1/3 on the anniversary of the grant date beginning on the third anniversary of the grant date. The grant date is ten years prior to the expiration date.