SEC Form 4 · accession 0001179110-18-008450
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
Jun 11, 2018
Accepted (ET)
Jun 13, 2018 · 6:42 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 | Jun 11, 2018 | M | 25,000 | $13.50 | A | 50,654 | D | |
| Common StockF1 | Jun 11, 2018 | S | 25,000 | $23.42 | D | 25,654 | D | |
| Common Stock | Jun 12, 2018 | M | 11,816 | $13.50 | A | 37,470 | D | |
| Common StockF2 | Jun 12, 2018 | S | 11,816 | $23.50 | D | 25,654 | D | |
| Common Stock | Jun 13, 2018 | M | 13,184 | $13.50 | A | 38,838 | D | |
| Common StockF3 | Jun 13, 2018 | S | 13,184 | $23.67 | D | 25,654 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F4 | $13.50 | Jun 11, 2018 | M | 25,000 | D | — | May 3, 2021 | Common Stock | 25,000 | 82,993 | D |
| Employee Stock Option (Right to Buy)F4 | $13.50 | Jun 12, 2018 | M | 11,816 | D | — | May 3, 2021 | Common Stock | 11,816 | 71,177 | D |
| Employee Stock Option (Right to Buy)F4 | $13.50 | Jun 13, 2018 | M | 13,184 | D | — | May 3, 2021 | Common Stock | 13,184 | 57,993 | D |
Explanation of responses
- F1This transaction was executed in multiple sales through a sales order executed by a broker-dealer at prices ranging from $23.27 to $23.67. The price reported in this column reflects the weighted average sale price. The Reporting Person will provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F2This transaction was executed in multiple sales through a sales order executed by a broker-dealer at prices ranging from $23.48 to $23.53. The price reported in this column reflects the weighted average sale price. The Reporting Person will provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F3This transaction was executed in multiple sales through a sales order executed by a broker-dealer at prices ranging from $23.50 to $23.92. The price reported in this column reflects the weighted average sale price. The Reporting Person will provide upon request to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F4Subject to continuous service, this option is exercisable with respect to 1/4th of the shares subject to this option on 5/3/12; and with respect to an additional 1/36th of the remaining shares subject to this option each month thereafter; as of the transaction date this option is fully vested and exercisable.