SEC Form 4 · accession 0001023731-15-000019

· EGHT

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Chief Technology Officer

Period of report

Sep 22, 2015

Accepted (ET)

Sep 23, 2015 · 7:11 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001023731

Table I — non-derivative securities

No Table I lines on this filing.

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F1,F2	—	Sep 22, 2015	A	14,020	A	—	Sep 22, 2018	Common Stock	14,020	1,082,142	D
Restricted Stock Units^F1,F3	—	Sep 22, 2015	A	37,128	A	—	Sep 22, 2019	Common Stock	37,128	1,119,270	D
Employee Stock Option (right to buy)^F4	$8.15	Sep 22, 2015	A	37,128	A	—	Sep 22, 2025	Common Stock	37,128	1,156,398	D

F1Each restricted stock unit represents a contingent right to receive one share of EGHT common stock.
F2RSUs vest (1) 50% on September 22, 2017 and (2) 50% on September 27, 2018, in each case subject to performance of 8x8's common stock relative to the Russell 2000 Index during the period from grant date through such vesting date. A 2x multiplier will be applied to the total shareholder returns (TSR) for each 1% of positive or negative relative TSR, and the number of shares earned will increase or decrease by 2% of the target number shown in table. In the event 8x8's common stock performance is below negative 30%, relative to the benchmark, no shares will be issued. Maximum number of shares issuable is two times the number shown in the table.
F3This award vests at the rate of one-fourth of such shares at September 22, 2016, one-fourth of such shares at September 22, 2017, one-fourth of such shares at September 22, 2018 and one-fourth of such shares at September 22, 2019.
F4This award vests at the rate of one forty-eighth of the shares on 10/22/2015 and at the end of each full month thereafter.