SEC Form 4 · accession 0001209191-16-155232
VONAGE HOLDINGS CORP · VG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Antoine Jamous
Officer — President, Nexmo
Period of report
Dec 12, 2016
Accepted (ET)
Dec 14, 2016 · 5:43 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001272830
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Dec 12, 2016 | S | 150,000 | $6.6746 | D | 3,959,922 | I | By Vistra Trust (BVI) Limited as Trustee of the mExpand Trust |
| Common StockF1,F4,F3 | Dec 13, 2016 | S | 150,000 | $6.6789 | D | 3,809,922 | I | By Vistra Trust (BVI) Limited as Trustee of the mExpand Trust |
| Common StockF1,F5,F3 | Dec 14, 2016 | S | 100,000 | $6.7097 | D | 3,709,922 | I | By Vistra Trust (BVI) Limited as Trustee of the mExpand Trust |
| Common StockF6 | holding | — | — | — | 456,657 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Sale was made pursuant to a trading plan under Rule 10b5-1 under the Securities and Exchange Act of 1934, as amended, which was adopted on November 3, 2016 and reflects the advice of estate planning advisors.
- F2The price reported in Column 4 is a weighted average price. The Common Stock was sold at prices ranging from $6.60 to $6.79. Upon request, the Reporting Person will provide to the Securities and Exchange Commission staff, the Issuer and any security holder of the Issuer full information regarding the number of shares of Common Stock sold at each separate price within the range.
- F3Represents shares acquired in connection with the acquisition of Nexmo Inc. The total includes 470,338 shares held in escrow subject to the terms of the acquisition agreement, 1,438,473 shares subject to vesting on June 3, 2017, and 616,488 shares subject to vesting on June 3, 2018.
- F4The price reported in Column 4 is a weighted average price. The Common Stock was sold at prices ranging from $6.63 to $6.76. Upon request, the Reporting Person will provide to the Securities and Exchange Commission staff, the Issuer and any security holder of the Issuer full information regarding the number of shares of Common Stock sold at each separate price within the range.
- F5The price reported in Column 4 is a weighted average price. The Common Stock was sold at prices ranging from $6.65 to $6.84. Upon request, the Reporting Person will provide to the Securities and Exchange Commission staff, the Issuer and any security holder of the Issuer full information regarding the number of shares of Common Stock sold at each separate price within the range.
- F6The total includes 52,259 shares held in escrow subject to the terms of the acquisition agreement, 159,830 shares subject to vesting on June 3, 2017, and 68,499 shares subject to vesting on June 3, 2018.