SEC Form 4 · accession 0001023731-16-000060

· EGHT

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

Reporting owner

Officer — Chief Technology Officer

Period of report

Sep 20, 2016

Accepted (ET)

Sep 21, 2016 · 4:44 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 Unit^F2,F1	—	Sep 20, 2016	A	25,792	A	—	Sep 20, 2020	Common Stock	25,792	1,069,818	D
Employee Stock Option (right to buy)^F3	$14.79	Sep 20, 2016	A	25,792	A	—	Sep 20, 2026	Common Stock	25,792	1,095,610	D
Restricted Stock Unit^F2,F4	—	Sep 20, 2016	A	9,608	A	—	Sep 20, 2019	Common Stock	9,608	1,105,218	D

F1This award vests at the rate of one-fourth of such shares at September 20, 2017, one-fourth of such shares at September 20, 2018, one-fourth of such shares at September 20, 2019 and one-fourth of such shares at September 20, 2020.
F2Each restricted stock unit represents a contingent right to receive one share of EGHT common stock.
F3This award vests at the rate of one forty-eighth of the shares on 10/20/2016 and at the end of each full month thereafter.
F4RSUs vest (1) 50% on September 20, 2018 and (2) 50% on September 20, 2019, 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.