SEC Form 4 · accession 0001209191-16-106308
ADVISORY BOARD CO · ABCO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Cormac F Miller
Officer — Chief Product Officer
Period of report
Mar 2, 2016
Accepted (ET)
Mar 4, 2016 · 9:27 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001157377
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock OptionsF1 | $28.20 | Mar 2, 2016 | A | 22,500 | A | — | Mar 2, 2023 | Common Stock | 22,500 | 22,500 | D |
| Common Stock OptionsF2 | $28.20 | Mar 2, 2016 | A | 61,224 | A | — | Mar 2, 2023 | Common Stock | 61,224 | 61,224 | D |
| Restricted Stock UnitsF3,F4 | — | Mar 2, 2016 | A | 3,192 | A | — | — | Common Stock | 3,192 | 3,192 | I |
Explanation of responses
- F1One-half of the award will vest on the date that the Company's common stock closes at a price equal to or greater than $35.25 for at least 20 trading days out of 30 consecutive trading days, except that if such performance metric is satisfied prior to the first anniversary of the date of grant, such shares will vest on the first anniversary of the date of grant, and will in each case become exercisable 35 calendar days after vesting; and one-half of the award will vest on the date that the Company's common stock closes at a price equal to or greater than $39.48 at least 20 trading days out of 30 consecutive trading days, except that if such performance metric is satisfied prior to the first anniversary of the date of grant, such shares will vest on the first anniversary of the date of grant, and will in each case become exercisable 35 calendar days after vesting.
- F2The options to purchase the Company's common stock become exercisable in four equal annual installments beginning on March 2, 2017.
- F3Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Company's common stock.
- F4The RSUs vest in four equal installments on April 2, 2017; March 2, 2018; March 2, 2019; and March 2, 2020, unless deferred. Upon vesting, each RSU is settled by the delivery of the underlying shares of common stock or payment of the current cash value of the vested shares, at the discretion of the Company.