SEC Form 4 · accession 0001023731-18-000039
8X8 INC /DE/ · EGHT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Vikram Verma
Officer — Chief Executive Officer
Period of report
Sep 20, 2018
Accepted (ET)
Sep 24, 2018 · 9:12 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, 2018 | M | 26,529 | $0.00 | A | 716,106 | D | |
| Common Stock | Sep 20, 2018 | F | 14,418 | $21.75 | D | 701,688 | D | |
| Common Stock | Sep 20, 2018 | M | 89,447 | $0.00 | A | 791,135 | D | |
| Common Stock | Sep 20, 2018 | F | 48,614 | $21.75 | D | 742,521 | D | |
| Common Stock | Sep 22, 2018 | M | 39,604 | $0.00 | A | 782,125 | D | |
| Common Stock | Sep 22, 2018 | F | 21,524 | $21.20 | D | 760,601 | D | |
| Common Stock | Sep 22, 2018 | M | 179,440 | $0.00 | A | 940,041 | D | |
| Common Stock | Sep 22, 2018 | F | 97,525 | $21.20 | D | 842,516 | 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 UnitF6,F7 | — | Sep 20, 2018 | M | 26,529 | D | — | Sep 20, 2020 | Common Stock | 26,529 | 642,803 | D |
| Restricted Stock UnitF6 | — | Sep 20, 2018 | J | 30,171 | A | Sep 20, 2018 | Sep 20, 2018 | Common Stock | 30,171 | 672,974 | D |
| Restricted Stock UnitF6,F8 | — | Sep 20, 2018 | M | 89,447 | D | — | Sep 20, 2019 | Common Stock | 89,447 | 583,527 | D |
| Restricted Stock UnitF6,F9 | — | Sep 22, 2018 | M | 39,604 | D | — | Sep 22, 2019 | Common Stock | 39,604 | 543,923 | D |
| Restricted Stock UnitF6 | — | Sep 22, 2018 | J | 89,720 | A | Sep 22, 2018 | Sep 22, 2018 | Common Stock | 89,720 | 633,643 | D |
| Restricted Stock UnitF6,F10 | — | Sep 22, 2018 | M | 179,440 | D | — | Sep 22, 2018 | Common Stock | 179,440 | 454,203 | D |
Explanation of responses
- F126,529 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 179,440 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 89,720 PSUs vested at 200.0 % of target, such that 179,440 shares became issuable. Of these shares, 81,915 were issued to the reporting person and the remaining 97,525 were withheld to pay the associated tax liability. The 89,720 units reported in Table II correspond to the additional shares issued in excess of 89,720 share target for the first vesting installment.
- F2Payment of tax liability by withholding securities incident to vesting of restricted stock units.
- F389,447 Restricted Stock Units became fully vested and have been converted to Common Stock.
- F439,604 Restricted Stock Units became fully vested and have been converted to Common Stock.
- F5179,440 Restricted Stock Units became fully vested and have been converted to Common Stock.
- F6Each restricted sock unit represents a contingent right to receive on share of EGHT common stock.
- F7This 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.
- F8As previously reported on a Form 4, the reporting person was awarded 118,552 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 59,276 PSUs vested at 150.9 % of target, such that 89,447 shares became issuable. Of these shares, 40,833 were issued to the reporting person and the remaining 48,614 were withheld to pay the associated tax liability. The 30,171 units reported in Table II correspond to the additional shares issued in excess of 59,276 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.