SEC Form 4 · accession 0001140361-17-009749

PROOFPOINT INC · PFPT

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

Reporting owner

Officer — EVP/GM, Threat Sys Product Grp

Period of report

Feb 24, 2017

Accepted (ET)

Feb 28, 2017 · 6:01 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	Jan 24, 2017	M	21,007	$14.12	A	33,052	D
Common Stock^F2,F3	Feb 24, 2017	S	21,300	$80.02	D	11,752	D
Common Stock^F2,F4	Feb 24, 2017	S	1,700	$80.66	D	10,052	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	$14.12	Feb 24, 2017	M	21,007	D	—	Mar 5, 2023	Common Stock	21,007	4,993	D

F1The transactions reported on this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the reporting person on December 6, 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 $79.54 to $80.515 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 $80.55 to $81.19 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.