SEC Form 4 · accession 0001209191-17-040465
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
Feb 28, 2017
Accepted (ET)
Jun 16, 2017 · 4:11 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 stockF1 | Feb 28, 2017 | A | 74,535 | $0.00 | A | 261,824 | D | |
| Common stock | Jun 14, 2017 | M | 12,149 | $14.95 | A | 273,973 | D | |
| Common stockF3 | Jun 14, 2017 | S | 12,149 | $50.6517 | D | 261,824 | D | |
| Common stock | Jun 14, 2017 | M | 4,266 | $18.98 | A | 266,090 | D | |
| Common stockF4 | Jun 14, 2017 | S | 4,266 | $50.6406 | D | 261,824 | D | |
| Common stock | Jun 14, 2017 | M | 13,495 | $20.94 | A | 275,319 | D | |
| Common stockF5 | Jun 14, 2017 | S | 13,495 | $50.6501 | D | 261,824 | 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) | $14.95 | Jun 14, 2017 | M | 12,149 | D | Mar 20, 2017 | Mar 20, 2021 | Common Shares | 12,149 | 174,207 | D |
| Common stock options, .001 (right to buy) | $18.98 | Jun 14, 2017 | M | 4,266 | D | Jan 2, 2017 | Jan 2, 2022 | Common Shares | 4,266 | 169,941 | D |
| Common stock options, .001 (right to buy) | $20.94 | Jun 14, 2017 | M | 13,495 | D | Jan 4, 2017 | Jan 4, 2023 | Common Shares | 13,495 | 156,446 | D |
Explanation of responses
- F1Restricted stock units were granted upon the achievement of certain specified performance goals and will vest, subject to continued employment, on December 31, 2017.
- F2Sale pursuant to a 10(b)5-1 plan.
- F3The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.7750 to $51.5000, 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 $49.8500 to $51.5000, 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.
- F5The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $49.7000 to $51.5000, 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.