SEC Form 4 · accession 0001214659-19-001617
ZIFF DAVIS, INC. · ZD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen Ross
Director
Period of report
Feb 26, 2019
Accepted (ET)
Feb 27, 2019 · 6:25 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001084048
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock $0.01 Par Value | Feb 26, 2019 | M | 18,281 | $22.92 | A | 34,297 | D | |
| Common Stock $0.01 Par Value | Feb 26, 2019 | M | 12,567 | $29.34 | A | 46,864 | D | |
| Common Stock $0.01 Par ValueF2 | Feb 26, 2019 | S | 30,848 | $85.4311 | D | 16,016 | D | |
| Common Stock $0.01 Par Value | Feb 27, 2019 | M | 2,550 | $29.34 | A | 18,566 | D | |
| Common Stock $0.01 Par ValueF3 | Feb 27, 2019 | S | 2,550 | $85.1379 | D | 16,016 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Options to Purchase Common StockF5,F4 | $22.92 | Feb 26, 2019 | M | 18,281 | D | — | May 6, 2020 | Common Stock, $0.01 par value | 18,281 | 0 | D |
| Options to Purchase Common StockF5,F6 | $29.34 | Feb 26, 2019 | M | 12,567 | D | — | May 12, 2021 | Common Stock, $0.01 par value | 12,567 | 0 | D |
| Options to Purchase Common StockF5,F6 | $29.34 | Feb 27, 2019 | M | 2,550 | D | — | May 12, 2021 | Common Stock, $0.01 par value | 2,550 | 0 | D |
Explanation of responses
- F1These shares were acquired upon exercise of stock options issued under Issuer's 2007 Stock Option Plan identified as exercised in Part II of this Form 4.
- F2Reflects aggregate reporting of multiple open market transactions. The price reported is the weighted average sale price of sales ranging from $85.40 to $85.51 per share. The Reporting Person hereby undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
- F3Reflects aggregate reporting of multiple open market transactions. The price reported is the weighted average sale price of sales ranging from $85.0901 to $85.195 per share. The Reporting Person hereby undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
- F4These stock options vested in five (5) equal annual installments commencing on May 6, 2010.
- F5Stock options granted for services rendered; no value placed on services rendered.
- F6These stock options vested in five (5) equal annual installments commencing on May 12, 2011.