SEC Form 4 · accession 0001209191-15-064122
NUTRI SYSTEM INC /DE/ · NTRI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Dawn M. Zier
Officer — President and CEO · Director
Period of report
Aug 4, 2015
Accepted (ET)
Aug 5, 2015 · 5:24 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001096376
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stock | Aug 4, 2015 | M | 20,140 | $9.07 | A | 190,087 | D | |
| Common stock | Aug 4, 2015 | M | 20,042 | $14.95 | A | 210,129 | D | |
| Common stockF2 | Aug 4, 2015 | S | 20,140 | $29.9955 | D | 189,989 | D | |
| Common stockF3 | Aug 4, 2015 | S | 20,042 | $29.993 | D | 169,947 | D | |
| Common stock | Aug 5, 2015 | M | 29,878 | $7.31 | A | 199,825 | D | |
| Common stock | Aug 5, 2015 | M | 3,500 | $8.52 | A | 203,325 | D | |
| Common stockF4 | Aug 5, 2015 | S | 29,878 | $30.6826 | D | 173,447 | D | |
| Common stockF4 | Aug 5, 2015 | S | 3,500 | $30.6669 | D | 169,947 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common stock options, .001 (right to buy)F5 | $9.07 | Aug 4, 2015 | M | 20,140 | D | — | Nov 15, 2019 | Common Shares | 20,140 | 422,086 | D |
| Common stock options, .001 (right to buy) | $14.95 | Aug 4, 2015 | M | 20,042 | D | Mar 20, 2015 | Mar 20, 2021 | Common Shares | 20,042 | 402,044 | D |
| Common stock options, .001 (right to buy) | $7.31 | Aug 5, 2015 | M | 29,878 | D | Nov 15, 2014 | Nov 15, 2019 | Common Shares | 29,878 | 372,166 | D |
| Common stock options, .001 (right to buy) | $8.52 | Aug 5, 2015 | M | 3,500 | D | Mar 21, 2014 | Mar 21, 2020 | Common Shares | 3,500 | 368,666 | D |
Explanation of responses
- F1Sale pursuant to a 10(b)5-1 plan.
- F2The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.66 to $30.34, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F3The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.66 to $30.30, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F4The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $30.12 to $30.97, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F510,070 shares vested on November 15, 2013 and 10,070 shares vested on November 15, 2014.