SEC Form 4 · accession 0001209191-19-017097
Quotient Technology Inc. · QUOT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Chad Summe
Officer — Chief Operating Officer
Period of report
Mar 1, 2019
Accepted (ET)
Mar 5, 2019 · 7:38 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001115128
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 1, 2019 | F | 1,560 | $9.96 | D | 106,741 | D | |
| Common StockF2 | Mar 1, 2019 | F | 1,761 | $9.96 | D | 104,980 | D | |
| Common StockF3 | Mar 1, 2019 | F | 459 | $9.96 | D | 104,521 | D | |
| Common StockF4 | Mar 1, 2019 | A | 90,361 | $0.00 | A | 194,882 | D | |
| Common StockF6 | Mar 4, 2019 | S | 3,753 | $9.9965 | D | 191,129 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F7 | $9.96 | Mar 1, 2019 | A | 179,717 | A | — | Mar 1, 2029 | Common Stock | 179,717 | 179,717 | D |
Explanation of responses
- F1Represents the number of shares withheld by and surrendered to the Issuer on March 1, 2019, to satisfy tax withholding obligations that arose in connection with a vesting event in connection with an award of Restricted Stock Units (the "RSUs") consisting of 85,000 shares granted on March 1, 2018. The RSUs vest in 6.25% quarterly installments over a four-year period from March 1, 2018.
- F2Represents the number of shares withheld by and surrendered to the Issuer on March 1, 2019, to satisfy tax withholding obligations that arose in connection with a vesting event in connection with an award of the RSUs consisting of 32,000 shares granted on July 31, 2015. This award's vesting schedule was recently changed from annual vesting to quarterly vesting. The RSUs vest in 6.25% quarterly installments over a one-year period from May 1, 2018.
- F3Represents the number of shares withheld by and surrendered to the Issuer on March 1, 2019, to satisfy tax withholding obligations that arose in connection with a vesting event in connection with an award of the RSUs consisting of 25,000 shares granted on May 5, 2017. This award's vesting schedule was recently changed from annual vesting to quarterly vesting. The RSUs vest in 6.25% quarterly installments over a three-year period from November 1, 2018.
- F4Represents grant of RSUs payable solely in common stock of the Issuer that vest in 6.25% quarterly installments over a four-year period from March 1, 2019.
- F5The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 31, 2018.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.91 to $10.07, 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.
- F7The option vests in 48 equal monthly installments from the vesting commencement date of March 1, 2019.