SEC Form 4 · accession 0000899243-17-007990
Xactly Corp · XTLY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph C Consul
Officer — CFO, Treasurer & Asst. Sec.
Period of report
Mar 15, 2017
Accepted (ET)
Mar 17, 2017 · 4:32 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001322554
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 15, 2017 | A | 2,600 | $0.00 | A | 53,382 | D | |
| Common StockF2 | Mar 15, 2017 | F | 889 | $11.65 | D | 52,493 | D | |
| Common Stock | Mar 16, 2017 | M | 483 | $2.16 | A | 52,976 | D | |
| Common Stock | Mar 16, 2017 | S | 483 | $11.95 | D | 52,493 | 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 | $2.16 | Mar 16, 2017 | M | 483 | D | — | Jul 12, 2022 | Common Stock | 483 | 190,363 | D |
Explanation of responses
- F1On December 15, 2015, the Reporting Person was awarded 2,600 performance stock units, or PSUs, which vest upon the Compensation Committee's approval of the Issuer's achievement of positive cash flow from operations prior to or by the end of the fourth fiscal quarter of the fiscal year ending January 31, 2017. On the approval date, 50% of the PSUs vested and the remaining PSUs vest on March 15, 2018.
- F2The reported shares were withheld to satisfy the Reporting Person's tax liability in connection with the vesting of restricted stock units and PSUs.
- F3The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on October 10, 2016.
- F4One-fourth of the shares subject to the option vested on June 11, 2013 and one forty-eighth of the shares vest monthly thereafter.