SEC Form 4 · accession 0001209191-18-030730
VONAGE HOLDINGS CORP · VG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Alan Masarek
Officer — Chief Executive Officer · Director
Period of report
May 14, 2018
Accepted (ET)
May 16, 2018 · 9:30 pm EDT
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 | May 14, 2018 | S | 166,666 | $11.20 | D | 695,189 | D | |
| Common Stock | May 15, 2018 | M | 100,000 | $3.51 | A | 795,189 | D | |
| Common Stock | May 15, 2018 | F | 65,371 | $11.05 | D | 729,818 | D | |
| Common StockF1,F3 | May 15, 2018 | S | 67,963 | $11.09 | D | 661,855 | D |
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)F4 | $3.51 | May 15, 2018 | M | 100,000 | D | — | Nov 7, 2024 | Common Stock | 100,000 | 2,700,000 | D |
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 May 24, 2017 (as amended) for estate planning and diversification purposes.
- F2The price reported in Column 4 is a weighted average price. The Common Stock was sold at prices ranging from $11.07 to $11.45. Upon request, the Reporting person will provide 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.
- F3The price reported in Column 4 is a weighted average price. The Common Stock was sold at prices ranging from $11.02 to $11.21. Upon request, the Reporting person will provide 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.
- F4The option, originally representing a right to purchase a total of 3,000,000 shares, vests in equal annual installments on the first through fourth anniversaries of October 15, 2014.