SEC Form 4 · accession 0001209191-17-057849
Palo Alto Networks Inc · PANW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark D McLaughlin
Officer — Chief Executive Officer · Director
Period of report
Oct 20, 2017
Accepted (ET)
Oct 24, 2017 · 4:33 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001327567
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Oct 20, 2017 | A | 41,658 | $0.00 | A | 324,432 | D | |
| Common StockF2 | Oct 20, 2017 | A | 41,658 | $0.00 | A | 366,090 | D | |
| Common StockF3 | Oct 20, 2017 | D | 14,695 | $0.00 | D | 351,395 | D | |
| Common StockF4 | holding | — | — | — | 125,000 | I | See footnote | |
| Common StockF5 | holding | — | — | — | 65,000 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Each share is represented by a restricted stock unit ("RSU"). One-sixteenth (1/16th) of the RSUs will vest on January 20, 2018 and one-sixteenth (1/16) of the RSUs will vest quarterly thereafter, subject to the Reporting Person continuing to be a Service Provider through each vesting date.
- F2Each share is represented by a performance-based restricted stock unit ("PSU"). The number of shares reported is at the target award amount. The Reporting Person may potentially earn from 50% to 120% of the target based on the achievement, if any, of the performance criteria at the end of the performance period. The actual award earned shall be determined upon certification by the Issuer's Compensation Committee. If earned, the eligible PSUs would vest according to the vesting schedule set forth above in footnote (1).
- F3Represents the forfeiture of previously reported performance stock awards granted to the Reporting Person that were eligible to vest based on the certified achievement of certain performance objectives.
- F4Shares are held by the Mark D. McLaughlin 2017 Annuity Trust, for which the Reporting Person serves as a trustee.
- F5Shares are held by the Mark D. McLaughlin 2017 Annuity Trust II, for which the Reporting Person serves as a trustee.