SEC Form 4 · accession 0001140361-16-090508

PROOFPOINT INC · PFPT

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

Reporting owner

Officer — Chief Executive Officer · Director

Period of report

Dec 20, 2016

Accepted (ET)

Dec 21, 2016 · 5:24 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
Common Stock	Dec 20, 2016	M	20,000	$3.06	A	34,629	D
Common Stock^F2,F3	Dec 20, 2016	S	18,666	$71.7734	D	15,963	D
Common Stock^F2,F4	Dec 20, 2016	S	1,334	$72.3995	D	14,629	D

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	$3.06	Dec 20, 2016	M	20,000	D	—	Mar 16, 2019	Common Stock	20,000	80,773	D

F1The transaction reported on this Form 4 was effected pursuant to a 10b5-1 trading plan adopted by the reporting person on December 9, 2015.
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 $71.33 to $72.32 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 $72.34 to $72.5775 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.