SEC Form 4 · accession 0001209191-18-014641
VONAGE HOLDINGS CORP · VG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey A Citron
Director
Period of report
Feb 27, 2018
Accepted (ET)
Feb 28, 2018 · 6:05 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 Stock | Feb 27, 2018 | M | 1,000,000 | $1.42 | A | 11,680,286 | D | |
| Common Stock | Feb 27, 2018 | F | 136,605 | $10.395 | D | 11,543,681 | D | |
| Common Stock | Feb 27, 2018 | M | 750,000 | $1.42 | A | 12,293,681 | D | |
| Common Stock | Feb 27, 2018 | F | 102,454 | $10.395 | D | 12,191,227 | D | |
| Common Stock | Feb 27, 2018 | M | 11,250 | $0.95 | A | 12,202,477 | D | |
| Common Stock | Feb 27, 2018 | F | 1,027 | $10.415 | D | 12,201,450 | D | |
| Common Stock | Feb 27, 2018 | M | 11,250 | $0.66 | A | 12,212,700 | D | |
| Common Stock | Feb 27, 2018 | F | 713 | $10.415 | D | 12,211,987 | D | |
| Common Stock | Feb 27, 2018 | M | 11,250 | $0.42 | A | 12,223,237 | D | |
| Common Stock | Feb 27, 2018 | F | 454 | $10.419 | D | 12,222,783 | D | |
| Common Stock | Feb 27, 2018 | M | 11,250 | $0.39 | A | 12,234,033 | D | |
| Common Stock | Feb 27, 2018 | F | 422 | $10.415 | D | 12,233,611 | D | |
| Common Stock | Feb 27, 2018 | M | 11,250 | $1.36 | A | 12,244,861 | D | |
| Common StockF1 | Feb 27, 2018 | F | 1,470 | $10.415 | D | 12,243,391 | D | |
| Common Stock | holding | — | — | — | 1,154,230 | I | By Kyra E. Citron 2016 Florida Descendant's Trust | |
| Common Stock | holding | — | — | — | 1,158,628 | I | By Noah A. Citron 2016 Florida Descendant's Trust | |
| Common Stock | holding | — | — | — | 1,000,000 | I | By Kyra E. Citron 2015 Beneficiary's Trust | |
| Common Stock | holding | — | — | — | 1,000,000 | I | By Noah A. Citron 2015 Beneficiary's Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F2 | $1.42 | Feb 27, 2018 | M | 1,000,000 | D | — | Jul 29, 2018 | Common Stock | 1,000,000 | 0 | D |
| Employee Stock Option (Right to Buy)F3 | $1.42 | Feb 27, 2018 | M | 750,000 | D | — | Jul 29, 2018 | Common Stock | 750,000 | 0 | D |
| Employee Stock Option (Right to Buy)F4 | $0.95 | Feb 27, 2018 | M | 11,250 | D | — | Oct 1, 2018 | Common Stock | 11,250 | 0 | D |
| Employee Stock Option (Right to Buy)F5 | $0.66 | Feb 27, 2018 | M | 11,250 | D | — | Jan 1, 2019 | Common Stock | 11,250 | 0 | D |
| Employee Stock Option (Right to Buy)F6 | $0.42 | Feb 27, 2018 | M | 11,250 | D | — | Apr 1, 2019 | Common Stock | 11,250 | 0 | D |
| Employee Stock Option (Right to Buy)F7 | $0.39 | Feb 27, 2018 | M | 11,250 | D | — | Jul 1, 2019 | Common Stock | 11,250 | 0 | D |
| Employee Stock Option (Right to Buy)F8 | $1.36 | Feb 27, 2018 | M | 11,250 | D | — | Oct 1, 2019 | Common Stock | 11,250 | 0 | D |
Explanation of responses
- F1Dispositions represent the withholding of shares to pay the exercise price of the options. No shares were sold in the open market.
- F2The option, originally representing a right to purchase a total of 1,000,000 shares, vested over a period of 4 years, with 25% vesting on the first anniversary of July 29, 2008 and the remainder vesting in equal quarterly installments thereafter.
- F3The option, originally representing a right to purchase a total of 750,000 shares, vested over a period of 4 years, with 25% vesting on the first anniversary of July 29, 2008 and the remainder vesting in equal quarterly installments thereafter.
- F4The option, originally representing a right to purchase a total of 11,250 shares, fully vested on October 1, 2008.
- F5The option, originally representing a right to purchase a total of 11,250 shares, fully vested on January 1, 2009.
- F6The option, originally representing a right to purchase a total of 11,250 shares, fully vested on April 1, 2009.
- F7The option, originally representing a right to purchase a total of 11,250 shares, fully vested on July 1, 2009.
- F8The option, originally representing a right to purchase a total of 11,250 shares, fully vested on October 1, 2009.