SEC Form 4 · accession 0001123292-18-000399
ROSETTA STONE INC · RST
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
A John Hass
Officer — President & CEO · Director
Period of report
Feb 22, 2018
Accepted (ET)
Feb 26, 2018 · 8:51 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001351285
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 22, 2018 | A | 21,630 | $0.00 | A | 287,196 | D | |
| Common StockF2 | Feb 22, 2018 | A | 108,595 | $0.00 | A | 395,791 | D | |
| Common StockF3,F4,F5 | Feb 22, 2018 | A | 70,423 | $0.00 | A | 466,214 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These shares are subject to forfeiture restrictions that lapse 1/12 per month over twelve months beginning March 22, 2018.
- F2These shares are subject to forfeiture restrictions that lapse at a rate of 1/2, 1/4 and 1/4 per year, respectively, beginning on March 17, 2018.
- F3These shares were granted and reported as performance share units on April 4, 2016, subject to the achievement of cumulative total shareholder return over 2016 and 2017 and forfeiture restrictions that lapse on the anniversary of the date of grant over three years, at a rate of at a rate of 1/3 per year, beginning on the second anniversary of the date of grant.
- F4The number of securities beneficially owned reflects an adjustment from the target opportunity reported on Form 4 dated April 6, 2016, of 70,423 Common Stock, to what was actually granted, 140,846 Common Stock, upon achievement of cumulative total shareholder return over 2016 and 2017.
- F5Includes 306,523 shares of restricted common stock on which forfeiture restrictions have not yet lapsed.