SEC Form 4 · accession 0001562180-18-001672
RigNet, Inc. · RNET
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Benjamin Andrew Carter
Officer — Interim PAO
Period of report
Mar 19, 2018
Accepted (ET)
Mar 20, 2018 · 11:20 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001162112
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 19, 2018 | M | 915 | $0.00 | A | 5,927 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance UnitF1,F2 | — | Mar 19, 2018 | A | 74 | A | — | — | Common Stock | 74 | 74 | D |
| Restricted Stock UnitF3,F4 | — | Mar 19, 2018 | M | 215 | D | — | — | Common Stock | 215 | 648 | D |
| Restricted Stock UnitF3,F5 | — | Mar 19, 2018 | M | 700 | D | — | — | Common Stock | 700 | 1,400 | D |
Explanation of responses
- F1Each performance unit represents a contingent right to receive one share of the Issuer's common stock under the Issuer's 2010 Omnibus Incentive Plan, as amended. On March 15, 2017, the reporting person was awarded a target number of performance units ("PUs") which were subject to the achievement of certain pre-established metrics over the one-year performance period which began on January 1, 2017 and ended December 31, 2017. On Mach 19, 2018, the Issuer's Board of Directors certified the performance metrics and determined the number of PUs that were earned by the reporting person.
- F2The PUs become payable on July 1, 2020, but may be settled earlier upon certain circumstances as defined in the Issuer's Performance Unit Award Agreement.
- F3Each restricted stock unit represents the right to receive, at settlement, one share of common stock.
- F4On March 15, 2017, the reporting person was granted 863 restricted stock units, of which 1/4 of the shares subject to the restricted stock units vested on March 19, 2018. The common stock into which such vested restricted stock units converted on March 19, 2018 is reported on Table 1 on this Form 4. The remaining unvested restricted stock units will continue to vest in equal annual installments until fully vested on March 19, 2021.
- F5On March 10, 2016, the reporting person was granted 2,800 restricted stock units, of which 1/4 of the shares subject to the restricted stock units vested on March 19, 2017 and another 1/4 vested on March 19, 2018. The common stock into which such vested restricted stock units converted on March 19, 2018 is reported on Table 1 on this Form 4. The remaining unvested restricted stock units will continue to vest in equal annual installments until fully vested on March 19, 2020.