SEC Form 4/A · accession 0001209191-18-035922
VIRTUSA CORP · VRTU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Ranjan Kalia
Officer — EVP & Chief Financial Officer
Period of report
Jun 1, 2018
Accepted (ET)
Jun 5, 2018 · 6:45 pm EDT
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 | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| common stockF1 | Jun 1, 2018 | F | 1,511 | $50.29 | D | 175,083 | D | |
| common stockF2 | Jun 1, 2018 | F | 445 | $50.29 | D | 174,638 | D | |
| common stockF3 | Jun 1, 2018 | F | 1,833 | $50.29 | D | 172,805 | D | |
| common stock | Jun 5, 2018 | M | 2,139 | $9.82 | A | 174,944 | D | |
| common stockF5 | Jun 5, 2018 | S | 2,139 | $51.9098 | D | 172,805 | D | |
| common stock | Jun 5, 2018 | S | 2,647 | $52.00 | D | 170,158 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-qualified Stock OptionF4 | $9.82 | Jun 5, 2018 | M | 2,139 | D | — | Aug 4, 2019 | common stock | 2,139 | 0 | D |
Explanation of responses
- F1On August 8, 2014, the reporting person was granted 13,597 shares of restricted stock which vest at a rate of 25% each year over 4 years, with the first vesting date on June 1, 2015 with vesting to occur each anniversary date thereafter, under the Company's 2007 Stock Option and Incentive Plan ("2007 Plan"). On 6/1/18, 25% vested and on 6/1/18, the company withheld the number of shares equal to the tax liability thereon.
- F2The reporting person was granted 16,000 shares of restricted stock units on 11/14/2016 under the 2015 Stock Option and Incentive Plan. 6.25% of these shares will vest each quarter in 16 equal installments beginning on 12/1/16 and each 3 month anniversary thereafter with the final vesting date on 9/1/2020. On 6/1/18, 6.25% of the shares vested and on 6/1/18 the company withheld the number of shares listed above equal to the reporting person's tax liability thereon.
- F3On August 10, 2017, the reporting person was granted 12,367 shares of restricted stock which vest at a rate of 33.333% each year over 3 years, with the first vesting date on June 1, 2018 with vesting to occur each anniversary date thereafter, under the Company's 2015 Stock Option and Incentive Plan ("2015 Plan"). On 6/1/18, the company withheld the number of shares equal to the tax liability thereon.
- F4The reporting person was granted an option to purchase these shares on 08/04/2009. All shares are now vested.
- F5The sale of shares was executed in multiple trades at prices ranging from $51.90 to $51.935 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.
Remarks
The purpose of this amendment is to include the stock option exercise of 2,139 shares exercised on June 5, 2018 in Table I and Table II which was inadvertently omitted from the original filing on June 5, 2018.