SEC Form 4 · accession 0001667731-17-000104
MODEL N, INC. · MODN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Zack Rinat
Officer — CEO and Executive Chairman · Director · 10% Owner
Period of report
Feb 27, 2017
Accepted (ET)
Mar 1, 2017 · 2:23 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, 2017 | M | 33,333 | $0.00 | A | 2,318,538 | D | |
| Common Stock | holding | — | — | — | 26,907 | 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 Stcok | 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, 2017 | M | 33,333 | D | — | — | Common Stock | 33,333 | 0 | D |
Explanation of responses
- F1Issued upon vesting of Restricted Stock Units ("RSUs").
- F2Includes an additional 72,667 and 34,666, and a net loss of 28,667 shares of common stock issued upon the vesting of Performance-Based RSUs ("PB-RSUs") granted to the Reporting Person on December 6, 2013 in connection with the achievement of 209%, 152% and 57%, respectively, of certain performance criteria related to the Reporting Person's PB-RSUs.
- 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 vested on February 27, 2017. Shares of the Issuer's common stock were delivered to the Reporting Person upon settlement of vested RSUs.