SEC Form 4 · accession 0001179110-17-014272
CONTROL4 CORP · CTRL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Greg Bishop
Officer — GC, Chief Compl. Officer, Sec
Period of report
Nov 15, 2017
Accepted (ET)
Nov 16, 2017 · 7:42 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001259515
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 15, 2017 | M | 1,666 | — | A | 15,961 | D | |
| Common StockF2 | Nov 15, 2017 | F | 539 | $33.12 | D | 15,422 | D | |
| Common StockF1 | Nov 15, 2017 | M | 1,666 | — | A | 17,088 | D | |
| Common StockF3 | Nov 15, 2017 | F | 539 | $33.12 | D | 16,549 | D | |
| Common StockF5,F4 | Nov 16, 2017 | S | 2,254 | $32.90 | D | 14,295 | D | |
| Common StockF6 | holding | — | — | — | 409 | I | By 401(k) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Perforomance-based Restricted Stock UnitsF1,F7 | — | Nov 15, 2017 | M | 1,666 | D | — | — | Common Stock | 1,666 | 8,334 | D |
| Restricted Stock UnitsF1,F8 | — | Nov 15, 2017 | M | 1,666 | D | — | — | Common Stock | 1,666 | 8,334 | D |
Explanation of responses
- F1Each unit represents the right to receive, at settlement, one share of common stock at no cost.
- F2The minimum federal and state tax withholding due at the vesting of PSU was satisfied by Control4 through a net issuance of these shares, which were retained by Control4 as treasury stock, and the requisite withholding amount was paid to the relevant tax authorities by Control4 on behalf of the Reporting Person. We used the closing price of the shares on the day prior to the vest date for withholding calculations.
- F3The minimum federal and state tax withholding due at the vesting of RSU was satisfied by Control4 through a net issuance of these shares, which were retained by Control4 as treasury stock, and the requisite withholding amount was paid to the relevant tax authorities by Conrol4 on behalf of the Reporting Person. We used the closing price of the shares on the day prior to the vest date for withholding calculations.
- F4This price represents the weighted average sale price for various open-market sales through a broker-dealer ranging from $32.75 per share to $32.93 per share. Full information regarding the number of shares sold at each price will be provided upon request from the SEC, the Issuer or a security holder.
- F5Automatic sale pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on November 21, 2016.
- F6Based on the Reporting Person's most recent 401(k) Plan statement.
- F7This PSU award was granted on January 1, 2016, and upon the certification that certain 2016 financial performance goals were achieved, these shares will vest as follows: 1/3 of the shares vested on February 10, 2017, and an additional 1/12 of the shares shall vest quarterly thereafter on the 15th of the first month in each of the following eight quarters, subject to the reporting person's continuous service to the Issuer on each such date.
- F8This RSU award was granted on December 31, 2015, and will vest as follows: 1/3 of the shares vested on February 10, 2017, and an additional 1/12 of the shares shall vest quarterly thereafter on the 15th of the first month in each of the following eight quarters, subject to the reporting person's continuous service to the Issuer on each such date.