SEC Form 4 · accession 0001140361-16-050176
Itron Networked Solutions, Inc. · SSNI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Eric P. Dresselhuys
Officer — EVP,Global Sales & Development
Period of report
Feb 1, 2016
Accepted (ET)
Feb 3, 2016 · 6:42 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001180079
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 1, 2016 | M | 2,500 | $0.00 | A | 73,856 | D | |
| Common Stock | Feb 1, 2016 | F | 1,095 | $11.45 | D | 72,761 | 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 | $0.00 | Feb 1, 2016 | M | 2,500 | D | — | — | Common Stock | 2,500 | 0 | D |
Explanation of responses
- F1Release and settlement of restricted stock units ("RSUs") granted to the Reporting Person on February 1, 2012, which were previously reported on a Form 3 by the Reporting Person.
- F2Exempt transaction pursuant to Section 16b-3(e) for payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of on this line were relinquished to the Issuer by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of RSUs. The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes.
- F3Each RSU represents a contingent right to receive one share of the Issuer's common stock upon settlement for no consideration.
- F425% of the RSUs vested as of the date of the Issuer's initial public offering, and thereafter vests as to 25% of the total RSUs in equal installments on each subsequent anniversary of the grant date. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.