SEC Form 4 · accession 0001209191-16-152336
GOLDEN ENTERTAINMENT, INC. · GDEN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Charles Protell
Officer — Executive VP, CSO and CFO
Period of report
Nov 28, 2016
Accepted (ET)
Nov 29, 2016 · 5:38 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001071255
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | Nov 28, 2016 | A | 141,296 | $0.00 | A | 141,296 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F2 | $12.57 | Nov 28, 2016 | A | 250,000 | A | — | Nov 27, 2026 | Common Stock | 250,000 | 250,000 | D |
Explanation of responses
- F1Represents time-based restricted stock units ("RSUs"), which are contingent rights to receive common stock. RSUs that have not been forfeited shall vest 50% on 05/28/17 and the remaining RSUs will vest on 11/28/17.
- F21/4 of the total number of shares of common stock subject to the option vest on 11/28/17, and 1/48 of the total number of shares of common stock subject to the option vest on the last day of each one-month period following 11/28/17. Notwithstanding the foregoing vesting schedule, in no event may the option be exercised prior to the earlier of (i) 08/01/18, or (ii) immediately prior to the consummation of a "change in control" under Section 2.8(a), (c) or (d) of the 2015 Incentive Award Plan which results in an "ownership change" as defined in Section 382 of the Internal Revenue Code of 1986, as amended, or any successor statute.