SEC Form 4 · accession 0001209191-16-100254
NETSUITE INC · N
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Evan Goldberg
Officer — CTO & Chairman of the Board · Director
Period of report
Feb 16, 2016
Accepted (ET)
Feb 18, 2016 · 8:23 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001117106
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 1, 2016 | G | 7,309 | $0.00 | D | 2,130,332 | I | See footnote |
| Common StockF3,F4 | Feb 16, 2016 | A | 15,235 | $0.00 | A | 77,965 | D | |
| Common Stock | Feb 16, 2016 | M | 5,936 | $13.35 | A | 83,901 | D | |
| Common Stock | Feb 16, 2016 | M | 14,064 | $17.25 | A | 97,965 | D | |
| Common StockF6 | Feb 16, 2016 | S | 6,536 | $52.2998 | D | 91,429 | D | |
| Common StockF7 | Feb 16, 2016 | S | 9,232 | $53.2997 | D | 82,197 | D | |
| Common StockF8 | Feb 16, 2016 | S | 4,232 | $53.9992 | D | 77,965 | D | |
| Common StockF9 | Feb 17, 2016 | S | 22,119 | $54.9143 | D | 55,846 | 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)F10 | $13.35 | Feb 16, 2016 | M | 5,936 | D | — | Aug 15, 2019 | Common Stock | 5,936 | 0 | D |
| Stock Option (right to buy)F11 | $17.25 | Feb 16, 2016 | M | 14,064 | D | — | Aug 15, 2018 | Common Stock | 14,064 | 14,707 | D |
Explanation of responses
- F1Includes 25,676 shares previously held directly by the Reporting Person which were re-registered and are now held by The Evan and Cynthia Goldberg Revocable Trust.
- F10The option vested in 48 monthly installments from August 15, 2009 to August 15, 2013.
- F11The option vested in 48 monthly installments from July 1, 2008 to July 1, 2012.
- F2Shares held directly by The Evan and Cynthia Goldberg Revocable Trust, of which the Reporting Person is a trustee.
- F3Shares awarded pursuant to performance share units. The Compensation Committee authorized the issuance of the underlying shares based upon the Company's achievement level against certain financial targets as determined by the Compensation Committee. The financial targets were set by the Compensation Committee on December 12, 2013. One-half of the shares vested on February 15, 2016 and the remaining shares will vest on February 15, 2017.
- F4Excludes 25,676 shares previously held directly by the Reporting Person which were re-registered and are now held by The Evan and Cynthia Goldberg Revocable Trust.
- F5This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 13, 2015.
- F6Represents the weighted average sale price of the shares sold ranging from $51.77 to $52.76 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F7Represents the weighted average sale price of the shares sold ranging from $52.77 to $53.76 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F8Represents the weighted average sale price of the shares sold ranging from $53.77 to $54.31 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F9Represents the weighted average sale price of the shares sold ranging from $54.625 to $55.49 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.