SEC Form 4 · accession 0001140361-15-044996
PROOFPOINT INC · PFPT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Knight
Officer — EVP&GM, Info Security Products
Period of report
Dec 15, 2015
Accepted (ET)
Dec 17, 2015 · 7:11 pm EST
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 | Dec 15, 2015 | M | 873 | $7.98 | A | 2,434 | D | |
| Common Stock | Dec 15, 2015 | M | 9,127 | $5.48 | A | 11,561 | D | |
| Common StockF2,F3 | Dec 15, 2015 | S | 7,885 | $63.4448 | D | 3,676 | D | |
| Common StockF2,F4 | Dec 15, 2015 | S | 2,115 | $64.3903 | D | 1,561 | 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 option (right to buy)F5 | $5.48 | Dec 15, 2015 | M | 9,127 | D | — | Apr 29, 2021 | Common Stock | 9,127 | 0 | D |
| Incentive stock option (right to buy)F5 | $7.98 | Dec 15, 2015 | M | 92 | D | — | Jan 23, 2022 | Common Stock | 92 | 12,439 | D |
| Non-qualified stock option (right to buy)F5 | $7.98 | Dec 15, 2015 | M | 781 | D | — | Jan 23, 2022 | Common Stock | 781 | 1,561 | D |
Explanation of responses
- F1The transactions reported on this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the reporting person on August 6, 2014.
- F2Represents the aggregate of sales effected on the same day at different prices.
- F3Represents the weighted average sales price per share. The shares sold at prices ranging from $63.11 to $64.10 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.
- F4Represents the weighted average sales price per share. The shares sold at prices ranging from $64.13 to $64.71 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.
- F5The stock option is immediately exercisable in full.