SEC Form 4 · accession 0001628280-18-012192
INNERWORKINGS INC · INWK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Eric D Belcher
Director
Period of report
Sep 28, 2018
Accepted (ET)
Oct 1, 2018 · 7:03 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001350381
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Sep 28, 2018 | M | 200,000 | $6.00 | A | 662,880 | D | |
| Common StockF2 | Sep 28, 2018 | F | 172,994 | $7.92 | D | 489,886 | D |
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)F3 | $6.00 | Sep 28, 2018 | M | 200,000 | D | — | Nov 14, 2018 | Common Stock | 200,000 | 375,000 | D |
Explanation of responses
- F1Represents the first planned "net exercise" of outstanding stock options with a November 14, 2018 expiration date, as contemplated by the previously disclosed February 2018 Transition Agreement between Mr. Belcher and InnerWorkings, Inc. These shares were withheld by InnerWorkings Inc. for payment of the exercise price and applicable taxes, based on the closing price of InnerWorkings, Inc. common stock at the time of the option exercise on September 28, 2018 of $7.92.
- F2The "net exercise" resulted in a net increase to Mr. Belcher's beneficially owned non-derivative securities of 27,006 shares.
- F3These options vested in 20% annual installments beginning November 14, 2009.