SEC Form 4 · accession 0001209191-17-026765
ADVISORY BOARD CO · ABCO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
Robert W Musslewhite
Officer — Chief Executive Officer · Director
Period of report
Apr 10, 2017
Accepted (ET)
Apr 12, 2017 · 9:33 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001157377
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Apr 10, 2017 | M | 7,276 | $0.00 | A | 262,587 | D | |
| Common Stock | Apr 10, 2017 | F | 2,576 | $47.50 | D | 260,011 | D | |
| Common Stock | Apr 10, 2017 | M | 37,708 | $43.83 | A | 297,719 | D | |
| Common StockF1 | Apr 10, 2017 | F | 35,853 | $47.50 | D | 261,866 | D | |
| Common Stock | Apr 10, 2017 | M | 11,000 | $16.58 | A | 272,866 | D | |
| Common StockF3 | Apr 10, 2017 | S | 9,420 | $47.44 | D | 263,446 | D | |
| Common StockF4 | Apr 10, 2017 | S | 1,580 | $47.70 | D | 261,866 | D | |
| Common Stock | Apr 11, 2017 | M | 6,848 | $0.00 | A | 268,714 | D | |
| Common Stock | Apr 11, 2017 | F | 2,425 | $47.50 | D | 266,289 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5,F6 | — | Apr 10, 2017 | M | 7,276 | D | — | — | Common Stock | 7,276 | 14,552 | D |
| Restricted Stock UnitsF5,F7 | — | Apr 11, 2017 | M | 6,848 | D | — | — | Common Stock | 6,848 | 6,848 | D |
| Common Stock OptionsF8 | $43.83 | Apr 10, 2017 | M | 37,708 | D | — | Apr 17, 2017 | Common Stock | 37,708 | 0 | D |
| Common Stock OptionsF9 | $16.58 | Apr 10, 2017 | M | 11,000 | D | — | Apr 27, 2017 | Common Stock | 11,000 | 0 | D |
Explanation of responses
- F1Represents a "net exercise" of outstanding stock options. These shares were withheld by the Company for payment of the exercise price and applicable taxes, based on the market price of the Company's common stock at the time of the option exercise on April 10, 2017 of $47.50
- F2This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F3These shares were sold in multiple transactions at prices ranging from $46.65 to $47.60. The price reported in Column 4 reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares sold at each separate price within the range at which the transaction was effected.
- F4These shares were sold in multiple transactions at prices ranging from $47.65 to $47.80. The price reported in Column 4 reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares sold at each separate price within the range at which the transaction was effected.
- F5Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Company's common stock.
- F6The RSUs vest in four equal installments on May 10, 2016; April 10, 2017; April 10, 2018; and April 10, 2019, 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.
- F7The RSUs vest in four equal installments on May 11, 2015; April 11, 2016; April 11, 2017; and April 11, 2018, 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.
- F8The options to purchase the Company's common stock became exercisable in two equal annual installments beginning on April 17, 2013.
- F9The options to purchase the Company's common stock became exercisable in in two equal annual installments beginning April 27, 2013.