SEC Form 4 · accession 0001023731-18-000038

· EGHT

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

Reporting owner

Mary Ellen P Genovese

Officer — Chief Financial Officer

Period of report

Sep 20, 2018

Accepted (ET)

Sep 24, 2018 · 8:35 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
Common Stock	Sep 20, 2018	M	11,975	$0.00	A	164,282	D
Common Stock	Sep 20, 2018	F	4,845	$21.75	D	159,437	D
Common Stock	Sep 20, 2018	M	26,917	$0.00	A	186,354	D
Common Stock	Sep 20, 2018	F	13,345	$21.75	D	173,009	D
Common Stock	Sep 22, 2018	M	13,923	$0.00	A	186,932	D
Common Stock	Sep 22, 2018	F	6,903	$21.20	D	180,029	D
Common Stock	Sep 22, 2018	M	21,028	$0.00	A	201,057	D
Common Stock	Sep 22, 2018	F	10,425	$21.20	D	190,632	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 Unit^F6,F7	—	Sep 20, 2018	M	11,975	D	—	Sep 20, 2020	Common Stock	11,975	212,390	D
Restricted Stock Unit^F6	—	Sep 20, 2018	J	9,079	A	Sep 20, 2018	Sep 20, 2019	Common Stock	9,079	221,469	D
Restricted Stock Unit^F6,F8	—	Sep 20, 2018	M	26,917	D	—	Sep 20, 2019	Common Stock	26,917	194,552	D
Restricted Stock Unit^F6,F9	—	Sep 22, 2018	M	13,923	D	—	Sep 22, 2019	Common Stock	13,923	180,629	D
Restricted Stock Unit^F6	—	Sep 22, 2018	J	10,514	A	Sep 22, 2018	Sep 22, 2018	Common Stock	10,514	191,143	D
Restricted Stock Unit^F6,F10	—	Sep 22, 2018	M	21,028	D	—	Sep 22, 2018	Common Stock	21,028	170,115	D

Explanation of responses

F111,975 Restricted Stock Units became fully vested and have been converted to Common Stock.
F10As previously reported on a Form 4, the reporting person was awarded 21,028 performance share units (PSUs) on September 22, 2015, of which 50% were eligible to vest on each of the second and third anniversaries of the award date. On September 22, 2018, the second installment of 21,028 PSUs vested at 200.0% of target, such that 10,514 shares became issuable. Of these shares, 10,603 were issued to the reporting person and the remaining 10,425 were withheld to pay the associated tax liability. The 10,514 units reported in Table II correspond to the additional shares issued in excess of 10,514 share target for the second vesting installment.
F2Payment of tax liability by withholding securities incident to vesting of restricted stock units
F326,917 Restricted Stock Units became fully vested and have been converted to Common Stock.
F413,923 Restricted Stock Units became fully vested and have been converted to Common Stock.
F521,028 Restricted Stock Units became fully vested and have been converted to Common Stock.
F6Each restricted stock unit represents a contingent right to receive one share of EGHT common stock.
F7This award vests at the rate of one-fourth of such shares at September 19, 2017, one-fourth of such shares at September 19, 2018, one-fourth of such shares at September 19, 2019 and one-fourth of such shares at September 19, 2020.
F8As previously reported on a Form 4, the Reporting person was awarded 35,676 performance share units (PSUs) on September 20, 2016, of which 50% were eligible to vest on each of the second and third anniversaries of the award date. On September 20, 2018, the first installment of 17,838 PSUs vested at 150.9% of target, such that 26,917 shares became issuable. Of these shares 13,572 were issued to the reporting person and the remaining 13,345 were withheld to pay the associated tax liability. The 9,079 units reported in Table II correspond to the additional shares issued in excess of 17,838 share target for the first vesting installment.
F9This 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.