SEC Form 4 · accession 0001023731-17-000037
8X8 INC /DE/ · EGHT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Darren J. Hakeman
Officer — SVP Product and Strategy
Period of report
Sep 19, 2017
Accepted (ET)
Sep 22, 2017 · 2:45 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001023731
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Sep 20, 2017 | J | 3,381 | $13.65 | A | 56,176 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF2,F3 | — | Sep 19, 2017 | A | 23,080 | A | — | Sep 19, 2020 | Common Stock | 23,080 | 120,090 | D |
| Restricted Stock UnitF2,F4 | — | Sep 19, 2017 | A | 28,156 | A | — | Sep 19, 2021 | Common Stock | 28,156 | 148,246 | D |
| Restricted Stock UnitF2,F5 | — | Sep 20, 2017 | J | 3,381 | D | — | Sep 20, 2020 | Common Stock | 3,381 | 144,865 | D |
| Restricted Stock UnitF2,F5 | — | Sep 20, 2017 | F | 3,067 | D | — | Sep 20, 2020 | Common Stock | 3,067 | 141,798 | D |
Explanation of responses
- F13,381 Restricted Stock Units became fully vested and have been converted to Common Stock.
- F2Each restricted stock unit represents a contingent right to receive one share of EGHT common stock.
- F3RSUs vest (1) 50% on September 19, 2019 and (2) 50% on September 19 2020, 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.
- F4This award vests at the rate of one-fourth of such shares at September 19, 2018, one-fourth of such shares at September 19, 2019, one-fourth of such shares at September 19, 2020 and one-fourth of such shares at September 19, 2021.
- F5This 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.
- F63,067 Restricted Stock Units became fully vested and have been withheld due to payment of tax liability incident to vesting of Restricted Stock Unit.