SEC Form 4 · accession 0001179110-18-013014

CONTROL4 CORP · CTRL

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

Reporting owner

Jefferson Dungan

Officer — SVP Bus. Development

Period of report

Nov 15, 2018

Accepted (ET)

Nov 19, 2018 · 6:16 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 Stock^F1,F8	Nov 15, 2018	M	1,417	—	A	14,506	D
Common Stock^F2	Nov 15, 2018	F	416	$22.21	D	14,090	D
Common Stock^F1	Nov 15, 2018	M	1,233	—	A	15,323	D
Common Stock^F2	Nov 15, 2018	F	547	$22.21	D	14,776	D
Common Stock^F1	Nov 15, 2018	M	1,417	—	A	16,193	D
Common Stock^F2	Nov 15, 2018	F	575	$22.21	D	15,618	D
Common Stock^F1	Nov 15, 2018	M	1,233	—	A	16,851	D
Common Stock^F2	Nov 15, 2018	F	547	$22.21	D	16,304	D
Common Stock^F3	holding	—	—		—	324	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
Performance-based Restricted Stock Units^F1,F4	—	Nov 15, 2018	M	1,417	D	—	—	Common Stock	1,417	1,417	D
Performance-based Restricted Stock Units^F1,F5	—	Nov 15, 2018	M	1,233	D	—	—	Common Stock	1,233	6,167	D
Restricted Stock Units^F1,F6	—	Nov 15, 2018	M	1,417	D	—	—	Common Stock	1,417	1,417	D
Restricted Stock Units^F1,F7	—	Nov 15, 2018	M	1,233	D	—	—	Common Stock	1,233	6,167	D

Explanation of responses

F1Each Unit represents the right to receive, at settlement, one share of common stock at no cost.
F2The federal and state tax withholding due at the vesting of these Units 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.
F3Shares held in Reporting Person and spouse's 401(k) Plan.
F4This PSU award was granted on January 1, 2016. One-third of the shares in the award vested on February 10, 2017 due to the achievement of a certain 2016 financial performance goal. The remaining shares vest as follows, an additional 1/12 of the shares vest quarterly, on the 15th of May, August, November and February in each of the following eight quarters.
F5This PSU award was granted on January 3, 2017. One-third of the shares in the award vested on February 15, 2018 due to the achievement of a certain 2017 financial performance goal. The remaining shares vest as follows, an additional 1/12 of the shares vest quarterly, on the 15th of May, August, November and February in each of the following eight quarters.
F6This RSU award was granted on January 1, 2016. One-third of the shares in the award vested on February 10, 2017. The remaining shares vest as follows, an additional 1/12 of the shares vest quarterly, on the 15th of May, August, November and February in each of the following eight quarters.
F7This RSU award was granted on January 3, 2017. One-third of the shares in the award vested on February 15, 2018. The remaining shares vest as follows, an additional 1/12 of the shares vest quarterly, on the 15th of May, August, November and February in each of the following eight quarters.
F8Since the date of the reporting person's last ownership report, he transferred 13,090 shares of Control4 common stock and employee stock options to purchase 12,187 shares of Control4 common stock to his ex-wife pursuant to a domestic relations order. The transferred options consist of: 1,639 shares from an ISO granted 12/31/2014; 3,048 from an NSO granted 12/31/2014; 4,917 shares from an ISO granted 2/28/2014; and 2,583 shares from an NSO granted 2/28/2014. The reporting person no longer reports as beneficially owned any securities owned by his ex-wife.