SEC Form 4 · accession 0001214659-17-001932
EVOLVING SYSTEMS INC · EVOL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Julian D. Singer
Director
Period of report
Mar 10, 2017
Accepted (ET)
Mar 14, 2017 · 4:11 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001052054
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Mar 10, 2017 | A | 190,000 | $0.001 | A | 190,000 | D | |
| Common StockF4,F5 | holding | — | — | — | 245,138 | I | by JDS1 LLC |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This is a grant of restricted stock vesting over a four-year period, with one-fifth vesting on January 1, 2018 and the balance vesting in equal increments beginning in March 2018 through March 2021. Restrictions on 40% of the Award will lapse (shares will vest) based upon achievement by the Company of annual performance targets established by the Board of Directors.
- F2On March 10, 2017, Mr. Singer was appointed the Chairman of the Strategic Initiatives Committee of the Board of Directors, formed to assist Company management with evaluating strategic partnerships, mergers and acquisitions.
- F3Nominal consideration of par value ($.001) per share was paid for the restricted stock.
- F4The reporting person is a beneficiary of Singer Children's Management Trust and disclaims beneficial ownership over any securities held by Singer Children's Management Trust except to the extent of his reportable pecuniary interest therein. Singer Children's Management Trust owns 2,645,638 shares of Common Stock of the Issuer. Pursuant to Rule 16a-8(b), the reporting person is not deemed to have a reportable pecuniary interest in shares held by Singer Children's Management Trust.
- F5The Reporting Person is the managing member of JDS1 LLC and controls all investment decisions of the entity.