SEC Form 4 · accession 0000899243-16-014682
MODEL N, INC. · MODN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Zack Rinat
Officer — Executive Chairman · Director · 10% Owner
Period of report
Feb 27, 2016
Accepted (ET)
Feb 29, 2016 · 3:07 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001118417
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 27, 2016 | M | 33,333 | $0.00 | A | 2,238,309 | D | |
| Common Stock | holding | — | — | — | 24,002 | I | By GADD, Inc. | |
| Common Stock | holding | — | — | — | 666,666 | I | By the Danielle Rinat Family Heritage Trust dated December 12, 2005 | |
| Common Stock | holding | — | — | — | 666,666 | I | By the Gahl Rinat Family Heritage Trust Dated December 12, 2005 | |
| Common Stock | holding | — | — | — | 36,310 | I | By the Gahl Rinat Trust | |
| Common Stock | holding | — | — | — | 36,311 | I | By the Danielle Rinat Trust | |
| Common Stock | holding | — | — | — | 1,666,666 | I | By the Rinat Family 2006 Trust Dated December 13, 2006 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F4 | — | Feb 27, 2016 | M | 33,333 | D | — | — | Common Stock | 33,333 | 33,333 | D |
Explanation of responses
- F1Issued upon the vesting of Restricted Stock Units ("RSUs").
- F2Includes 72,667 and 34,666 shares of common stock issued upon the vesting of Performance-Based RSUs ("PB-RSUs") in connection with the achievement of 209% and 152%, respectively, of certain performance criteria related to the Reporting Person's PB-RUSs.
- F3Each RSU represents a contingent right to receive one share of the Issuer's common stock.
- F450% of the RSUs vested on February 27, 2015; 25% of the RSUs vested on February 27, 2016; and the remaining 25% of the RSUs will vest on February 27, 2017, subject to the continuing employment of the Reporting Person on each vesting date. Shares of the Issuer's common stock will be delivered to the Reporting Person upon settlement of vested RSUs.