SEC Form 4 · accession 0001179110-16-023739
BOINGO WIRELESS INC · WIFI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Dawn Callahan
Officer — Chief Marketing Officer
Period of report
May 2, 2016
Accepted (ET)
May 4, 2016 · 4:14 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001169988
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 2, 2016 | M | 2,779 | $0.00 | A | 24,616 | D | |
| Common StockF2 | May 2, 2016 | F | 1,044 | $7.72 | D | 23,572 | 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 UnitsF3,F4 | — | May 2, 2016 | M | 2,779 | D | — | — | Common Stock | 2,779 | 30,565 | D |
Explanation of responses
- F1The shares acquired represent the vesting and automatic settlement of 2,779 of reporting person's restricted stock units on May 2, 2016.
- F2Represents shares withheld in connection with the payment of taxes due on vesting of restricted shares.
- F3Each restricted stock unit represents a contingent right to receive one share of Boingo Wireless, Inc. common stock.
- F4The restricted stock units will vest in a series of twelve successive equal quarterly installments beginning on February 1, 2016, so that the restricted stock units will become fully vested on February 1, 2019. The restricted stock units will be settled in shares of common stock that will be delivered to the Reporting Person shortly after each vesting date.