SEC Form 4 · accession 0001209191-18-043894
TechTarget Inc · TTGT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin Beam
Other
Period of report
Jul 24, 2018
Accepted (ET)
Jul 25, 2018 · 4:38 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001293282
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jul 24, 2018 | M | 100,000 | — | A | 481,808 | 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 UnitsF2,F3 | — | Jul 24, 2018 | M | 100,000 | D | — | — | Common Stock | 100,000 | 0 | D |
Explanation of responses
- F1Represents shares of TechTarget, Inc.'s ("TechTarget") Common Stock issued upon accelerated vesting of certain Restricted Stock Units ("RSUs") granted on August 3, 2016 pursuant to the terms of that certain Transition, Separation, and Release Agreement by and between the Reporting Person and TechTarget dated July 12, 2018 (the "Separation Agreement"). The Reporting Person's employment with TechTarget was terminated on July 24, 2018 (the "Separation Date"). In accordance with the Separation Agreement, delivery of the vested shares to the Reporting Person will be delayed until the six month anniversary of the Separation Date.
- F2Each RSU represents a contingent right to receive one share of TechTarget's Common Stock upon vesting.
- F3The RSUs were granted on August 3, 2016 in accordance with TechTarget's 2007 Stock Option and Incentive plan. The RSUs were scheduled to vest annually at a rate of 1/3 on each anniversary of the grant date. All of the unvested RSUs were accelerated on the Separation Date pursuant to the terms of the Separation Agreement.
Remarks
The Reporting Person retired as TechTarget's President effective July 24, 2018. As a result, the Reporting Person is no longer subject to Section 16 in connection with his transactions in the equity securities of TechTarget and, therefore, will no longer report any such transactions on Form 4 or Form 5.