SEC Form 4 · accession 0001209191-17-059519
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
Nov 6, 2017
Accepted (ET)
Nov 6, 2017 · 7:38 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 | Nov 6, 2017 | M | 7,316 | $8.43 | A | 11,964 | D | |
| Common Stock | Nov 6, 2017 | M | 12,499 | $11.25 | A | 24,463 | D | |
| Common StockF1 | Nov 6, 2017 | S | 19,815 | $34.3173 | D | 4,648 | D | |
| Common Stock | holding | — | — | — | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F2 | $8.43 | Nov 6, 2017 | M | 7,316 | D | — | Nov 11, 2024 | Common Stock | 7,316 | 13,350 | D |
| Stock Option (Right to Buy)F3 | $11.25 | Nov 6, 2017 | M | 12,499 | D | — | Apr 28, 2025 | Common Stock | 12,499 | 10,833 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.25 to $34.375, 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 range set forth in this footnote 1 to this Form 4.
- F2The shares subject to this option vested at a rate of 1/12th of the total number of shares each monthly anniversary of November 15, 2015 (the "Vesting Commencement Date") such that the total number of shares were fully vested on the one-year anniversary of the Vesting Commencement Date.
- F3The shares subject to this option shall vest in equal monthly installments, at a rate of 1/12th of the total number of shares on each monthly anniversary of November 15, 2016 (the "Vesting Commencement Date") so long as the Reporting Person provides continuous service to the Issuer, such that the total number of shares shall be fully vested on the one-year anniversary of the Vesting Commencement Date.