SEC Form 4 · accession 0001209191-18-015471

VIRTUSA CORP · VRTU

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

Reporting owner

Raj Rajgopal

Officer — President, DBS

Period of report

Mar 1, 2018

Accepted (ET)

Mar 2, 2018 · 2:35 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001207074

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
common stock	Mar 1, 2018	M	1,360	$10.02	A	98,576	D
common stock^F2	Mar 1, 2018	S	1,360	$47.5413	D	97,216	D
common stock	Mar 1, 2018	M	2,665	$9.82	A	99,881	D
common stock^F3	Mar 1, 2018	S	2,665	$47.5421	D	97,216	D
common stock^F4	Mar 1, 2018	F	9,755	$47.53	D	87,461	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
nonqualified stock option^F1,F5	$10.02	Mar 1, 2018	M	1,360	D	—	May 23, 2018	common stock	1,360	1,360	D
nonqualified stock option^F1,F6	$9.82	Mar 1, 2018	M	2,665	D	—	Aug 4, 2019	common stock	2,665	2,665	D

Explanation of responses

F1These shares were sold pursuant to a 10b5-1 Plan Agreement dated as of May 24, 2017 entered into by and between Mr. Rajgopal and an investment bank
F2This transaction was executed in multiple trades at prices ranging from $47.00 to $48.10 per share. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
F3This transaction was executed in multiple trades at prices ranging from $46.97 to $48.26 per share. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
F4On 11/9/2015, the reporting person was granted performance-based restricted stock units under the Company's 2015 Stock Option and Incentive Plan, which awards vest only upon the Company's achievement of certain revenue targets for the fiscal year ended March 31, 2016 ("FY16"). Based on the Company's achievement of revenue of $600.3 million for FY16, 125.15% of the target shares were earned, of which 33% vested on 9/1/2016 and 67% vest on 3/1/2018, based on continued service of the reporting person. On 3/1/2018, the company withheld the number of shares listed above equal to the reporting person's tax liability thereon.
F5The reporting person was granted an option to purchase these shares on 05/23/2008. All shares are now vested.
F6The reporting person was granted an option to purchase these shares on 08/04/2009. All shares are now vested.