SEC Form 4 · accession 0001179110-18-008552
BOINGO WIRELESS INC · WIFI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Hagan
Officer — Chief Executive Officer · Director
Period of report
Jun 12, 2018
Accepted (ET)
Jun 14, 2018 · 6:18 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 12, 2018 | M | 19,833 | $13.50 | A | 684,870 | D | |
| Common StockF1 | Jun 12, 2018 | S | 19,833 | $23.62 | D | 665,037 | D | |
| Common Stock | Jun 13, 2018 | M | 19,833 | $13.50 | A | 684,870 | D | |
| Common StockF2 | Jun 13, 2018 | S | 19,833 | $23.64 | D | 665,037 | D | |
| Common Stock | Jun 14, 2018 | M | 19,834 | $13.50 | A | 684,870 | D | |
| Common StockF3 | Jun 14, 2018 | S | 19,834 | $24.10 | D | 665,037 | 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 12, 2018 | M | 19,833 | D | — | May 3, 2021 | Common Stock | 19,833 | 60,444 | D |
| Employee Stock Option (Right to Buy)F4 | $13.50 | Jun 13, 2018 | M | 19,833 | D | — | May 3, 2021 | Common Stock | 19,833 | 40,611 | D |
| Employee Stock Option (Right to Buy)F4 | $13.50 | Jun 14, 2018 | M | 19,834 | D | — | May 3, 2021 | Common Stock | 19,834 | 20,777 | D |
Explanation of responses
- F1This transaction was executed in multiple sales through a sales order executed by a broker-dealer at prices ranging from $23.36 to $23.93. 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 $23.31 to $24.00. 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 $23.90 to $24.27. 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.
Remarks
The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan dated 11/17/17