SEC Form 4 · accession 0001688156-18-000001
BLUCORA, INC. · BCOR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mathieu Frederic Stevenson
Officer — Chief Marketing Officer
Period of report
Feb 20, 2018
Accepted (ET)
Feb 22, 2018 · 6:06 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001068875
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 20, 2018 | M | 33,572 | $11.85 | A | 58,882 | D | |
| Common StockF2 | Feb 20, 2018 | S | 33,572 | $24.0256 | D | 25,310 | D | |
| Common StockF3,F4 | Feb 20, 2018 | A | 16,666 | $0.00 | A | 41,976 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F5 | $11.85 | Feb 20, 2018 | M | 33,572 | D | — | Oct 24, 2023 | Common Stock | 33,572 | 167,862 | D |
| Stock Option (Right to Buy)F6 | $24.00 | Feb 20, 2018 | A | 26,666 | A | — | Feb 20, 2025 | Common Stock | 26,666 | 26,666 | D |
Explanation of responses
- F1The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 30, 2017.
- F2These shares sold at a price ranging from $23.55 to $24.35 per share. Upon request by the SEC staff, the issuer or any security holder of the issuer, the reporting person will provide the full information regarding the number of shares sold at each separate price.
- F3Reflects a restricted stock unit grant ("RSUs") that was made to the reporting person on February 20, 2018 and that will vest equally over a three-year period on each anniversary of the grant date.
- F4Not included in this amount are 8,333 performance-based restricted stock units, of which from 0% to 200% are eligible to vest on January 1, 2021 subject to the Issuer's achievement of certain financial goals over a three-year period and certification by the Compensation Committee.
- F5The option vests according to the following schedule: 33.33% vested on October 24, 2017, and approximately 16.67% will vest at the end of each six-month period thereafter, such that the option will be fully vested on October 24, 2019.
- F6The option vests according to the following schedule: one-third vests on February 20, 2019, an additional one-third vest on February 20, 2020, and the remaining one-third will vest on February 20, 2021, such that the option will be fully vested on February 20, 2021.