SEC Form 4 · accession 0001209191-19-017113
Quotient Technology Inc. · QUOT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven R. Boal
Officer — Executive Chairman · Director
Period of report
Mar 1, 2019
Accepted (ET)
Mar 5, 2019 · 7:53 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 | 5,923 | $9.96 | D | 3,326,350 | D | |
| Common StockF2 | Mar 1, 2019 | A | 11,406 | $0.00 | A | 3,337,756 | D | |
| Common StockF3 | Mar 1, 2019 | F | 5,656 | $9.96 | D | 3,332,100 | D | |
| Common StockF4 | Mar 1, 2019 | A | 150,602 | $0.00 | A | 3,482,702 | D | |
| Common StockF5 | holding | — | — | — | 657,282 | I | By Family Trust | |
| Common StockF6 | holding | — | — | — | 127,533 | I | By GRAT | |
| Common StockF7 | holding | — | — | — | 127,533 | I | By Wife GRAT | |
| Common StockF8 | holding | — | — | — | 3,237 | I | By Child Trust | |
| Common StockF9 | holding | — | — | — | 3,237 | I | By Child Trust | |
| Common StockF10 | holding | — | — | — | 3,237 | I | By Child Trust |
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)F11 | $9.96 | Mar 1, 2019 | A | 299,529 | A | — | Mar 1, 2029 | Common Stock | 299,529 | 299,529 | 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 191,000 shares granted on March 1, 2018. The RSUs vest in 6.25% quarterly installments over a four-year period from March 1, 2018.
- F10These shares are held directly by Stuart Shiff TTEE of the SEB 2011 Trust dated September 23, 2011.
- F11The option vests in 48 equal monthly installments from the vesting commencement date of March 1, 2019.
- F2Represents shares received upon the settlement of a grant of fully-vested RSUs on March 1, 2019 (the "Bonus RSUs"). The Bonus RSUs were granted to satisfy the requirement that 50% of the incentive cash bonus awarded to the Reported Person in respect of performance year 2018 be provided in stock.
- 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 the receipt of the Bonus RSUs.
- 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.
- F5These shares are held directly by the SMSEJ Family Trust U/A dated July 18, 2005 of which Mr. Boal is a co-trustee.
- F6These shares are held directly by Steven R. Boal TTEE of the Steven R. Boal Annuity Trust dated December 6, 2013.
- F7These shares are held directly by Steven R. Boal TTEE of the Michele L. Boal Annuity Trust dated December 6, 2013.
- F8These shares are held directly by Stuart Shiff TTEE of the EBB 2011 Trust dated September 23, 2011.
- F9These shares are held directly by Stuart Shiff TTEE of the JMB 2011 Trust dated September 23, 2011.