SEC Form 4 · accession 0001209191-15-025467
SPLUNK INC · SPLK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Guido Schroeder
Officer — SVP, Products
Period of report
Mar 9, 2015
Accepted (ET)
Mar 11, 2015 · 9:40 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001353283
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 9, 2015 | A | 20,000 | $0.00 | A | 119,436 | D | |
| Common Stock | Mar 11, 2015 | M | 59,306 | $9.00 | A | 178,742 | D | |
| Common StockF4 | Mar 11, 2015 | S | 53,845 | $60.95 | D | 124,897 | D | |
| Common StockF5 | Mar 11, 2015 | S | 9,350 | $61.59 | D | 115,547 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F6 | $9.00 | Mar 11, 2015 | M | 59,306 | D | — | Apr 3, 2022 | Common Stock | 59,306 | 267,694 | D |
Explanation of responses
- F1The reported securities are represented by restricted stock units ("RSUs"). Twenty-five percent of the RSUs vest on March 10, 2016 and 1/16th of the RSUs shall vest quarterly thereafter.
- F2The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 17, 2014.
- F3The reported sales include 3,889 shares that were sold to satisfy the Reporting Person's tax liability in connection with the vesting of restricted stock units.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.33 to $61.32, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (4) and (5) to this Form 4.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.33 to $62.06, inclusive.
- F6The option is subject to an early exercise provision and is immediately exercisable. One-fourth of the shares subject to the option vested on April 2, 2013 and one forty-eighth of the shares vest monthly thereafter.