SEC Form 4 · accession 0001209191-16-150555
VIRTUSA CORP · VRTU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas R Holler
Officer — EVP and CSO
Period of report
Nov 14, 2016
Accepted (ET)
Nov 16, 2016 · 4:39 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001207074
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| performance-based restricted stock unit awardsF1 | — | Nov 14, 2016 | A | 21,000 | A | — | — | common stock | 21,000 | 21,000 | D |
Explanation of responses
- F1On 9/16/2016, the board of directors approved a new FY17 Performance Equity Plan for the executives based on reset financial guidance for fiscal year ending 3/31/2017.The award vests only upon the Company's achievement of two weighted performance metrics, revenue (70%) and Non-GAAP operating income target (30%) based on a nine month period beginning 7/1/2016 and ending 3/31/2017. To the extent the shares conditionally vest per the performance targets for the nine month period ending 3/31/2017, then 50% of such award will vest on 9/1/17 and the remaining 50% will vest on 3/1/19. Per the performance criteria for the award, the reporting person can earn the number of shares listed above at 100% of plan. Of such shares, the number of units that actually vest will be 0% to 100% of the scheduled amount, depending on if, or to the extent to which, the Company meets the financial performance targets. The grantee has no voting rights with respect to the shares underlying the award until vested.