SEC Form 4 · accession 0001140361-15-009645
TrueCar, Inc. · TRUE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Bernard Brenner
Officer — EVP, Business Development
Period of report
Feb 26, 2015
Accepted (ET)
Mar 2, 2015 · 4:26 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001327318
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 26, 2015 | M | 3,164 | $0.495 | A | 280,011 | D | |
| Common Stock | Feb 26, 2015 | M | 4,890 | $0.39 | A | 284,901 | D | |
| Common Stock | Feb 26, 2015 | M | 6,500 | $0.39 | A | 291,401 | D | |
| Common Stock | Feb 26, 2015 | M | 5,446 | $2.115 | A | 296,847 | D | |
| Common StockF1 | Feb 26, 2015 | S | 20,000 | $18.9859 | D | 276,849 | D | |
| Common StockF2 | holding | — | — | — | 16,666 | I | See footnote | |
| Common StockF3 | holding | — | — | — | 16,666 | I | See footnote |
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 | $0.495 | Feb 26, 2015 | M | 3,164 | D | — | Aug 21, 2017 | Common Stock | 3,164 | 0 | D |
| Employee Stock Option (right to buy)F4 | $0.39 | Feb 26, 2015 | M | 4,890 | D | — | Dec 16, 2018 | Common Stock | 4,890 | 21,110 | D |
| Employee Stock Option (right to buy)F4 | $0.39 | Feb 26, 2015 | M | 6,500 | D | — | Sep 14, 2019 | Common Stock | 6,500 | 0 | D |
| Employee Stock Option (right to buy)F4 | $2.115 | Feb 26, 2015 | M | 5,446 | D | — | Jul 15, 2020 | Common Stock | 5,446 | 0 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $18.97 to $19.04, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price.
- F2Shares directly held by The Allison Brenner 2014 Family Trust for which the Reporting Person serves as trustee.
- F3Shares directly held by The Brenner 2014 Trust for which the Reporting Person serves as trustee.
- F4Shares subject to the option are fully vested and immediately exercisable.