SEC Form 4 · accession 0001140361-16-057370
PROOFPOINT INC · PFPT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Tracey Newell
Officer — EVP, Worldwide Sales
Period of report
Mar 8, 2016
Accepted (ET)
Mar 10, 2016 · 5:55 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 | Mar 8, 2016 | M | 20,000 | $29.44 | A | 36,631 | D | |
| Common StockF2,F3 | Mar 8, 2016 | S | 17,100 | $49.6743 | D | 19,531 | D | |
| Common StockF2,F4 | Mar 8, 2016 | S | 2,900 | $50.5559 | D | 16,631 | 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 | $29.44 | Mar 8, 2016 | M | 20,000 | D | — | Oct 11, 2023 | Common Stock | 20,000 | 150,000 | 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 February 4, 2016.
- 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 $49.19 to $50.14 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 $50.26 to $50.895 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 vested as to 1/4th of the total number of shares on August 16, 2014 and thereafter vest as to 1/48th of the total number of shares in equal monthly installments.