SEC Form 4 · accession 0001192482-17-000314
SITO MOBILE, LTD. · SITO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas Pallack
Officer — Chief Executive Officer · Director
Period of report
Dec 13, 2017
Accepted (ET)
Dec 15, 2017 · 5:19 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001157817
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F4 | Dec 13, 2017 | P | 13,900 | $6.6221 | A | 1,041,950 | D | |
| Common StockF3,F4 | Dec 14, 2017 | P | 17,100 | $6.9918 | A | 1,059,050 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The purchases reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 15, 2017.
- F2The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $6.35 to $6.87, inclusive. The reporting person undertakes to provide to SITO Mobile, Ltd. (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnotes (2) and (3) to this Form 4.
- F3The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $6.90 to $7.14, inclusive.
- F4Includes 1,028,050 restricted stock units ("RSU"), each of which represents the contingent right to receive one share of the Issuer's common stock. Such RSUs will vest with respect to (A) 20% of such RSUs in the event the average closing price of the Issuer common stock is at least $7.00 per share for 65 consecutive trading days, (B) an additional 30% of such RSUs in the event the average closing price of the Issuer's common stock is at least $10.00 per share for 65 consecutive trading days and (C) the remaining 50% of such RSUs in the event the average closing price of the Issuer's common stock is at least $15.00 per share for 65 consecutive trading days. RSUs may be settled in common stock or cash, at the election of the Issuer.