SEC Form 4 · accession 0001209191-17-003444
SPLUNK INC · SPLK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Godfrey Sullivan
Director
Period of report
Jan 9, 2017
Accepted (ET)
Jan 11, 2017 · 6:45 pm EST
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 | Jan 9, 2017 | M | 25,000 | $0.565 | A | 992,926 | D | |
| Common StockF3 | Jan 9, 2017 | S | 32,750 | $55.78 | D | 960,176 | D | |
| Common StockF4 | Jan 9, 2017 | S | 7,250 | $56.18 | D | 952,926 | D | |
| Common Stock | Jan 10, 2017 | M | 25,000 | $0.565 | A | 977,926 | D | |
| Common StockF5 | Jan 10, 2017 | S | 11,828 | $55.61 | D | 966,098 | D | |
| Common StockF6 | Jan 10, 2017 | S | 28,172 | $56.30 | D | 937,926 | D | |
| Common Stock | Jan 11, 2017 | M | 25,000 | $0.565 | A | 962,926 | D | |
| Common StockF7 | Jan 11, 2017 | S | 14,603 | $56.75 | D | 948,323 | D | |
| Common StockF8 | Jan 11, 2017 | S | 25,397 | $57.53 | D | 922,926 | D | |
| Common StockF1,F9 | holding | — | — | — | 100,000 | I | See footnote |
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)F10 | $0.565 | Jan 9, 2017 | M | 25,000 | D | — | Sep 16, 2018 | Common Stock | 25,000 | 962,515 | D |
| Employee Stock Option (right to buy)F10 | $0.565 | Jan 10, 2017 | M | 25,000 | D | — | Sep 16, 2018 | Common Stock | 25,000 | 937,515 | D |
| Employee Stock Option (right to buy)F10 | $0.565 | Jan 11, 2017 | M | 25,000 | D | — | Sep 16, 2018 | Common Stock | 25,000 | 912,515 | D |
Explanation of responses
- F1Reflects the re-registration on December 8, 2016 of 800,000 shares that were previously held by the Godfrey and Suzanne Sullivan Revocable Trust dated December 5, 2000 (the "Trust") for which the Reporting Person serves as a trustee, and that are now held directly by the Reporting Person.
- F10The option is fully vested and immediately exercisable.
- F2The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 4, 2015.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.07 to $56.06 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 (3) through (8) to this Form 4.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $56.07 to $56.37, inclusive.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.06 to $56.05, inclusive.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $56.06 to $56.60, inclusive.
- F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $56.16 to $57.15, inclusive.
- F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $57.16 to $58.03, inclusive.
- F9Shares held directly by the Trust.