SEC Form 4 · accession 0001213900-15-008950
SITO MOBILE, LTD. · SITO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gerard Francis Hug
Officer — CEO · Director
Period of report
Nov 18, 2015
Accepted (ET)
Nov 20, 2015 · 4:31 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001157817
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Options to Purchase Common StockF1 | $2.805 | Nov 18, 2015 | A | 63,090 | A | — | Nov 21, 2019 | Common Stock | 63,090 | 527,100 | D |
| Options to Purchase Common StockF2 | $3.51 | Nov 18, 2015 | A | 154,000 | A | — | Nov 18, 2020 | Common Stock | 110,000 | 527,100 | D |
Explanation of responses
- F1In November 2014, the Reporting Person was granted options to purchase up to 105,000 shares of common stock of the Issuer which grant was previously reported by the Reporting Person. The options were granted as performance options and the number of options to be received by the Reporting Person was dependent upon the achievement of certain corporate goals as determined by the Compensation Committee of the Issuer. On November 18, 2015, the Board, based upon the recommendation of the Issuer's Compensation Committee, determined that the Reporting Person earned options to purchase 63,090 shares of common stock of the Issuer out of the 105,000 that were initially granted. The options shall vest and become exercisable in 1/3 increments over a three year period with the first installment vesting on November 18, 2015. The Reporting Person agreed to forfeit and cancel the option with respect to 41,910 shares of the Issuer's common stock granted to the Reporting Person in November 2014.
- F2The options granted are performance options and shall vest and become exercisable in 1/3 increments over a three year period commencing on the first anniversary of the date of grant. The maximum number of options subject to the grant shall be 154,000. The number of options to be received by the Reporting Person is dependent upon the achievement of certain corporate goals, determined by the Compensation Committee of the Issuer.