SEC Form 4/A · accession 0001340127-16-000254
Carbonite Inc · CARB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Jeffry Flowers
Director
Period of report
Jun 1, 2015
Accepted (ET)
Nov 18, 2016 · 4:37 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001340127
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jun 1, 2015 | A | 4,500 | $0.00 | A | 269,787 | D | |
| Common StockF3 | holding | — | — | — | 26,316 | I | By Trust | |
| Common StockF4 | holding | — | — | — | 174,848 | I | By Trust | |
| Common StockF5 | holding | — | — | — | 26,316 | I | By Trust | |
| Common StockF6 | holding | — | — | — | 82,107 | I | By Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F7 | $11.14 | Jun 1, 2015 | A | 9,000 | A | — | Jun 1, 2025 | Common Stock | 9,000 | 9,000 | D |
Explanation of responses
- F1Reflects the grant of restricted stock that will vest in full and no longer be subject to forfeiture on June 1, 2016, subject to the Registrant's continuing service as a director. This restricted stock grant also provides for accelerated vesting on an acquisition of the Issuer.
- F2Total reflects the removal of 17,000 shares which were previously reported as controlled by the reporting person through investment and dispositive power, which have been gifted by the reporting person and his spouse, as reported in reporting person's Form 4 on June 17, 2015.
- F3These shares are owned by the Laurie Flowers 2010 Grantor Retained Annuity Trust. The reporting person's spouse is trustee of the trust. The reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.
- F4These shares are owned by the Jeffry and Laurie Flowers 2012 Family Irrevocable Trust. The reporting person and the reporting person's spouse are trustee of the trust. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.
- F5These shares are owned by the Jeffry Flowers 2010 Grantor Retained Annuity Trust. The reporting person is trustee of the trust. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.
- F6These shares are owned by the reporting person's spouse. The reporting person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for Section 16 or any other purpose.
- F7This option becomes exercisable in one installment on June 1, 2016, subject to the Registrant's continuing service as a director. This stock option grant also provides for accelerated vesting on an acquisition of the Issuer.