SEC Form 4 · accession 0001179110-17-008963

BOINGO WIRELESS INC · WIFI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director

Period of report

Jun 8, 2017

Accepted (ET)

Jun 12, 2017 · 7:43 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 Stock^F1	Jun 9, 2017	M	7,610	$0.00	A	7,610	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F2,F3	—	Jun 9, 2017	M	7,610	D	—	—	Common Stock	7,610	15,221	D
Restricted Stock Units^F2,F4	—	Jun 8, 2017	A	7,164	D	—	—	Common Stock	7,164	7,164	D

F1The shares acquired represent the vesting and automatic settlement of 7610 of the Reporting Person's restricted stock units on June 9, 2017
F2Each Restricted Stock Unit represents a contingent right to receive one share of Boingo Wireless, Inc. common stock
F3Subject to continuous service, these Restricted Stock Units shall vest 33 1/3% per year over a three-year period commencing on August 9, 2016, provided, however, that subject to continuous service, these Restricted Stock Units shall vest upon the earlier of (i) a change in control of Boingo Wireless, Inc.; or (ii) the day immediately prior to Boingo Wireless, Inc.'s first regular meeting of stockholders that occurs in 2019. These Restricted Stock Units will be settled in shares of Common Stock that will be delivered to the Reporting Person shortly after each vesting date.
F4Subject to continuing service, such RSUs shall vest in full upon the earliest of (i) June 8, 2018, (ii) a change in control of the Company, or (iii) the day immediately prior to the Company's first regular meeting of stockholders that occurs in 2018