SEC Form 4 · accession 0001209191-15-031672
Demandware Inc · DWRE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Wayne Whitcomb
Officer — Chief Technology Officer
Period of report
Mar 31, 2015
Accepted (ET)
Apr 2, 2015 · 5:32 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001301031
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 31, 2015 | A | 10,000 | $0.00 | A | 105,572 | D | |
| Common StockF2 | Mar 31, 2015 | A | 10,000 | $0.00 | A | 115,572 | D | |
| Common StockF3 | Mar 31, 2015 | A | 330 | $0.00 | A | 115,902 | D | |
| Common Stock | Apr 1, 2015 | M | 18,469 | $0.93 | A | 134,371 | D | |
| Common StockF6 | Apr 1, 2015 | S | 18,469 | $58.4988 | D | 115,902 | D | |
| Common Stock | Apr 2, 2015 | M | 8,198 | $0.93 | A | 124,100 | D | |
| Common StockF7,F8 | Apr 2, 2015 | S | 8,198 | $58.938 | D | 116,277 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Nonstatutory Stock Option (right to purchase)F9 | $0.93 | Apr 1, 2015 | M | 18,469 | D | — | Sep 17, 2017 | Common Stock | 18,469 | 8,198 | D |
| Nonstatutory Stock Option (right to purchase)F9 | $0.93 | Apr 2, 2015 | M | 8,198 | D | — | Sep 17, 2017 | Common Stock | 8,198 | 0 | D |
Explanation of responses
- F1These shares are from a grant of restricted stock on March 31, 2015.
- F2These shares are from a grant of performance-based restricted stock on March 31, 2015. The number of shares reported are based on target performance. No performance-based restricted stock will be earned unless the performance threshold is met.
- F3On March 31, 2015, the performance-based restricted stock award granted on March 28, 2014 was adjusted based on the achievement of 103% of target, and these shares represent the additional shares granted above the target number of shares previously reported.
- F4This exercise was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F5This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F6The price reported is the weighted average of the shares sold. The shares were sold at varying prices in the range of $57.58 to $60.14. The reporting person undertakes, upon the request of the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.
- F7The price reported is the weighted average of the shares sold. The shares were sold at varying prices in the range of $58.11 to $59.83. The reporting person undertakes, upon the request of the staff of the Securities and Exchange Commission, the issuer or a security holder of the issuer, to provide full information regarding the number of shares sold at each separate price.
- F8Includes 375 shares acquired under the Demandware, Inc. Employee Stock Purchase Plan on June 30, 2014 and December 31, 2014.
- F9This option is fully vested.