SEC Form 4 · accession 0001543898-15-000018
COMSCORE, INC. · SCOR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Serge Matta
Officer — President & CEO · Director
Period of report
Aug 21, 2015
Accepted (ET)
Aug 25, 2015 · 7:15 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001158172
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 21, 2015 | M | 417 | $4.50 | A | 89,161 | D | |
| Common StockF2,F3 | Aug 21, 2015 | S | 27,200 | $56.7904 | D | 61,961 | D | |
| Common StockF2,F4 | Aug 21, 2015 | S | 13,900 | $57.7395 | D | 48,061 | D | |
| Common StockF2,F5 | Aug 21, 2015 | S | 10,900 | $58.9372 | D | 37,161 | D | |
| Common StockF6 | Aug 23, 2015 | M | 28,500 | $0.00 | A | 65,661 | D | |
| Common StockF7 | Aug 23, 2015 | F | 13,594 | $56.50 | D | 52,067 | D | |
| Common StockF2,F8 | Aug 24, 2015 | S | 20,960 | $56.0007 | D | 31,107 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Incentive Stock Option Right To BuyF1 | $4.50 | Aug 21, 2015 | M | 417 | D | Dec 28, 2005 | Dec 27, 2015 | Common Stock | 417 | 0 | D |
| Restricted Stock UnitsF6 | $0.00 | Aug 23, 2015 | M | 28,500 | D | — | Nov 7, 2017 | Common Stock | 28,500 | 0 | D |
Explanation of responses
- F1Shares exercised pursuant to a 10b5-1 plan entered into in May 2015.
- F2Shares disposed of pursuant to a 10b5-1 plan entered into in May 2015.
- F3Price reflects the weighted average sale price. Shares were sold at prices ranging from $56.39 to $57.36. The filer undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate stock price.
- F4Price reflects the weighted average sale price. Shares were sold at prices ranging from $57.41 to $58.36. The filer undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate stock price.
- F5Price reflects the weighted average sale price. Shares were sold at prices ranging from $58.44 to $59.40. The filer undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate stock price.
- F6Granted on November 7, 2014 pursuant to terms of comScore, Inc. 2007 Equity Incentive Plan. The total award will be earned, if at all, in four increments as follows, 68,401 shares, 13,686 shares, 31,091 shares, 28,500 shares, if the average daily closing price of the Company's common stock on the NASDAQ Global Market during any consecutive thirty-day period exceeds $48.00, $50.00, $55.00, and $60.00, respectively. This amount reflects the vesting of restricted stock (RSU) that vested on August 23, 2015, upon which date the reported closing price of the Company's common stock price exceeded an average of $60 for the preceding 30 calendar days.
- F7These shares were deducted to cover tax withholding obligations associated with the restricted stock award vesting on August 23, 2015.
- F8Price reflects the weighted average sale price. Shares were sold at prices ranging from $56.00 to $56.02. The filer undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate stock price.