SEC Form 4 · accession 0001567619-19-004885
Sonos Inc · SONO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Patrick Spence
Officer — Chief Executive Officer · Director
Period of report
Feb 15, 2019
Accepted (ET)
Feb 19, 2019 · 5:09 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001314727
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 15, 2019 | M | 23,627 | $0.00 | A | 23,627 | D | |
| Common StockF3,F4 | Feb 15, 2019 | S | 8,610 | $11.449 | D | 15,017 | 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 UnitsF5,F6 | $0.00 | Feb 15, 2019 | M | 23,627 | D | — | — | Common Stock | 23,627 | 354,417 | D |
Explanation of responses
- F1Vesting of restricted stock units ("RSUs") granted to the Reporting Person on November 19, 2018.
- F2Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of on this line were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of RSUs. The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes.
- F3Represents the aggregate of sales effected on the same day at different prices.
- F4Represents the weighted average sales price per share. The shares sold at prices ranging from $11.44 to $11.45 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
- F5Each RSU represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration.
- F61/16 of the RSUs will vest on February 15, 2019, and the remainder will vest on each quarterly anniversary thereafter in equal installments, until such time as the RSUs are 100% vested, subject to the continuing employment of the Reporting Person on each vesting date. Shares of the Issuer's Common Stock will be delivered to the Reporting Person upon vesting.