SEC Form 4 · accession 0001209191-17-023037
NEUSTAR INC · NSR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Henry Skorny
Officer — SVP, IOT
Period of report
Mar 23, 2017
Accepted (ET)
Mar 27, 2017 · 9:48 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001265888
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Mar 23, 2017 | M | 11,199 | $0.00 | A | 24,773 | D | |
| Class A Common StockF2,F1 | Mar 23, 2017 | F | 5,823 | $33.10 | D | 18,950 | D | |
| Class A Common StockF1 | Mar 23, 2017 | M | 7,906 | $0.00 | A | 26,856 | D | |
| Class A Common StockF2,F1 | Mar 23, 2017 | F | 4,126 | $33.10 | D | 22,730 | D | |
| Class A Common StockF4,F1 | Mar 24, 2017 | S | 9,156 | $33.10 | D | 13,574 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5,F6 | $0.00 | Mar 23, 2017 | M | 11,199 | D | — | — | Class A Common Stock | 11,199 | 11,202 | D |
| Restricted Stock UnitsF7,F6 | $0.00 | Mar 23, 2017 | M | 7,906 | D | — | — | Class A Common Stock | 7,906 | 7,908 | D |
Explanation of responses
- F1Includes shares that are subject to performance-vested restricted unit agreements under the Amended and Restated NeuStar, Inc. 2009 Stock Incentive Plan.
- F2The price is equal to the closing price of the Class A Common Stock on March 23, 2017.
- F3These transactions were effected pursuant to a 10b5-1 trading plan adopted by the reporting person on May 16, 2016.
- F4The price range for sales of these shares was between $33.10 and $33.12 per share. Upon appropriate request, the reporting person will provide information regarding the number of shares sold at each separate price.
- F5On April 13, 2015, 33,600 restricted stock units were awarded. The portion of the restricted stock units that are being reported in this Form 4 were fully vested on March 23, 2017.
- F6Upon the Reporting Person's Termination (as defined in the Amended and Restated NeuStar, Inc. 2009 Stock Incentive Plan (the "Plan"), including by reason of death or Disability (as defined in the Plan), other than by the Issuer for Cause (as defined by the Plan) or by the Reporting Person without Good Reason (as defined in the Restricted Stock Unit Agreement), any unvested restricted stock units that would have vested during the 12 months after such seperation from NeuStar, Inc. shall immediately vest, and the remainder of any unvested restricted stock units shall immediately be forfeited without compensation.
- F7On April 13, 2015, 23,720 restricted stock units were awarded. The portion of the restricted stock units that are being reported in this Form 4 were fully vested on March 23, 2017.