SEC Form 4 · accession 0001209191-15-014726
Mattersight Corp · MATR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kelly D Conway
Officer — President & CEO · Director
Period of report
Feb 11, 2015
Accepted (ET)
Feb 17, 2015 · 6:16 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001094348
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 11, 2015 | A | 100,000 | — | A | 993,771 | D | |
| Common StockF3,F2 | Feb 11, 2015 | A | 15,870 | — | A | 1,009,641 | D | |
| Common StockF4 | Feb 11, 2015 | F | 6,130 | $6.90 | D | 1,003,511 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Award of time-vesting restricted stock pursuant to the 1999 Stock Incentive Plan, subject to continuing employment. The award was approved by the Board of Directors of the issuer for purposes of Rule 16b-3 and includes a tax withholding feature. The award will vest at a rate of one (1) increment equal to 50% of the shares on February 28, 2017 and then eight (8) increments equal to 6.25% of the shares on a quarterly basis thereafter, ending February 28, 2019.
- F2Not Applicable
- F3Award of common stock pursuant to Mattersight Corporation 1999 Stock Incentive Plan. The Award was approved by the Board of Directors of the issuer for purposes of 16b-3 and includes a tax withholding feature. The award will vest in full on 2/28/15.
- F4Amount withheld to satisfy tax withholding obligation due to executive meeting age and service requirements for accelerated vesting of 20% of the underling award upon retirement. No such retirement or accelerated vesting has actually yet occurred.