SEC Form 4 · accession 0001209191-17-016992
INSTRUCTURE INC · INST
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mitch Macfarlane
Officer — Chief Operating Officer
Period of report
Jan 26, 2017
Accepted (ET)
Mar 2, 2017 · 7:48 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001355754
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jan 26, 2017 | G | 87,778 | $0.00 | D | 1,658 | D | |
| Common StockF2 | Mar 1, 2017 | M | 1,171 | — | A | 2,829 | D | |
| Common Stock | Mar 1, 2017 | F | 369 | $23.50 | D | 2,460 | D | |
| Common StockF3 | Jan 26, 2017 | G | 87,778 | $0.00 | A | 87,778 | I | By The Great Basin Trust U/A 01/17/2017 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F5 | — | Mar 1, 2017 | M | 1,171 | D | — | — | Common Stock | 1,171 | 14,044 | D |
Explanation of responses
- F1This transaction involved a gift of securities by the reporting person to The Great Basin Trust U/A 01/17/2017. The reporting person's spouse is the trustee of the trust and members of the reporting person's immediate family are among the beneficiaries of the trust.
- F2The restricted stock units (the "RSU") convert into Issuer's Common Stock on a one-for-one basis.
- F3The reporting person's spouse is the trustee of The Great Basin Trust U/A 01/17/2017 and members of the reporting person's immediate family are among the beneficiaries of the trust.
- F4Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.
- F5On February 26, 2016, the Reporting Person was granted an RSU for 18,725 shares of the Issuer's Common Stock. The RSU vests in equal quarterly installments, at a rate of 1/16th of the RSU on the quarterly anniversary of the March 1, 2016 (the "Vesting Commencement Date") and 1/16th of the RSU on each quarterly anniversary of the Vesting Commencement Date thereafter for so long as the Reporting Person provides continuous service to the Issuer, such that the RSU shall be fully vested on the four-year anniversary of the Vesting Commencement Date.