SEC Form 4 · accession 0001140361-15-010975

PROOFPOINT INC · PFPT

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

Reporting owner

Director

Period of report

Mar 5, 2015

Accepted (ET)

Mar 9, 2015 · 4:57 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001212458

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Mar 5, 2015	M	4,365	$14.49	A	4,365	D
Common Stock	Mar 5, 2015	M	12,500	$4.88	A	16,865	D
Common Stock	Mar 5, 2015	M	4,135	$22.53	A	21,000	D
Common Stock^F1,F2	Mar 5, 2015	S	21,000	$55.7722	D	0	D
Common Stock^F3	holding	—	—		—	1,699	I	See footnote

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Non-qualified Stock Option (right to buy)^F4	$14.49	Mar 5, 2015	M	4,365	D	—	Aug 9, 2022	Common Stock	4,365	0	D
Non-qualified Stock Option (right to buy)^F4	$4.88	Mar 5, 2015	M	12,500	D	—	Oct 28, 2020	Common Stock	12,500	0	D
Non-qualified Stock Option (right to buy)^F4	$22.53	Mar 5, 2015	M	4,135	D	—	Jun 10, 2023	Common Stock	4,135	8,365	D

F1Represents the aggregate of sales effected on the same day at different prices.
F2Represents the weighted average sales price per share. The shares sold at prices ranging from $55.50 to $56.28 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
F3Held by the Feiber-Buhr Family Trust, of which the Reporting Person and his wife are the sole trustees.
F4The stock option is immediately exercisable in full.