SEC Form 4 · accession 0001340127-17-000021
Carbonite Inc · CARB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Danielle Sheer
Officer — Vice President;General Counsel
Period of report
Feb 9, 2017
Accepted (ET)
Feb 13, 2017 · 5:25 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 | Feb 9, 2017 | S | 4,783 | $20.05 | D | 83,684 | D | |
| Common StockF3,F2 | Feb 9, 2017 | S | 5,030 | $20.05 | D | 78,654 | D | |
| Common StockF3,F2 | Feb 10, 2017 | S | 5,217 | $19.25 | D | 73,437 | D | |
| Common StockF4,F5,F6 | Feb 10, 2017 | A | 31,484 | $0.00 | A | 104,921 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents shares automatically sold solely to satisfy tax withholding obligations of reporting person on vesting of restricted stock units.
- F2Includes 73,437 shares of common stock subject to unvested restricted stock units.
- F3Represents shares automatically sold pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 21, 2016.
- F4Reflects the grant of restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
- F515,742 restricted stock units (the "4-Year RSUs") vest in 4 equal annual installments beginning on February 10, 2018 and will be settled on each applicable vest date in shares of the issuer's common stock. 15,742 restricted stock units (the "Performance-based RSUs") will meet the performance vesting condition if, within three years from February 10, 2017, the closing price per share of the Common Stock is at least $25.00 for 20 consecutive trading days. Upon achieving the applicable performance vesting condition ("Performance Achievement"), the Award will be subject to service vesting, with vesting of such Performance-Based Restricted Stock Units to occur in four equal 3-month installments over the one-year period from the date of Performance Achievement, subject to the Recipient's continued service to the Company through the applicable vesting date. The vesting schedule for the Performance-based RSUs shall be accelerated upon certain Change of Control events.
- F6Includes 104,921 shares of common stock subject to unvested restricted stock units.