SEC Form 4 · accession 0001209191-19-016969
INSTRUCTURE INC · INST
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven B. Kaminsky
Officer — Chief Financial Officer
Period of report
Mar 1, 2019
Accepted (ET)
Mar 5, 2019 · 6:28 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 StockF1 | Mar 1, 2019 | M | 1,640 | — | A | 156,646 | D | |
| Common Stock | Mar 1, 2019 | F | 483 | $47.05 | D | 156,163 | D | |
| Common StockF1 | Mar 1, 2019 | M | 1,195 | — | A | 157,358 | D | |
| Common Stock | Mar 1, 2019 | F | 352 | $47.05 | D | 157,006 | D | |
| Common StockF1 | Mar 1, 2019 | M | 928 | — | A | 157,934 | D | |
| Common Stock | Mar 1, 2019 | F | 273 | $47.05 | D | 157,661 | D | |
| Common StockF1 | Mar 1, 2019 | M | 475 | — | A | 158,136 | D | |
| Common Stock | Mar 1, 2019 | F | 140 | $47.05 | D | 157,996 | D | |
| Common StockF1 | Mar 1, 2019 | M | 2,696 | — | A | 160,692 | D | |
| Common Stock | Mar 1, 2019 | F | 793 | $47.05 | D | 159,899 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F3 | — | Mar 1, 2019 | M | 1,640 | D | — | — | Common Stock | 1,640 | 6,560 | D |
| Restricted Stock UnitsF2,F4 | — | Mar 1, 2019 | M | 1,195 | D | — | — | Common Stock | 1,195 | 9,560 | D |
| Restricted Stock UnitsF2,F5 | — | Mar 1, 2019 | M | 928 | D | — | — | Common Stock | 928 | 11,138 | D |
| Restricted Stock UnitsF2,F6 | — | Mar 1, 2019 | M | 475 | D | — | — | Common Stock | 475 | 1,423 | D |
| Restricted Stock UnitsF2,F7 | — | Mar 1, 2019 | M | 2,696 | D | — | — | Common Stock | 2,696 | 2,695 | D |
Explanation of responses
- F1The restricted stock units (the "RSU") convert into Issuer's Common Stock on a one-for-one basis.
- F2Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.
- F3On February 26, 2016, the Reporting Person was granted an RSU for 26,238 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 March 1, 2016 and 1/16th of the RSU on each quarterly anniversary of March 1, 2016 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 March 1, 2016.
- F4On January 26, 2017, the Reporting Person was granted an RSU for 19,120 shares of the Issuer's Common Stock. The RSU shall vest in equal quarterly installments, at a rate of 1/16th of the RSU on the quarterly anniversary of March 1, 2017 and 1/16th of the RSU on each quarterly anniversary of March 1, 2017 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 March 1, 2017.
- F5On January 23, 2018, the Reporting Person was granted 14,850 shares of the Issuer's Common Stock. The RSU shall vest in equal quarterly installments, at a rate of 1/16th of the RSU on the quarterly anniversary of March 1, 2018 and 1/16th of the RSU on each quarterly anniversary of March 1, 2018 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 March 1, 2018.
- F6The RSU shall vest in equal quarterly installments, at a rate of 1/4th of the RSU on March 1, 2019 and 1/4th of the RSU on each quarterly anniversary of March 1, 2019 thereafter for so long as the Reporting Person provides continuous service to the Issuer, such that the RSU shall be fully vested on December 1, 2019.
- F7The RSU shall vest in two equal installments, at a rate of 1/2 of the RSU on March 1, 2019 and 1/2 of the RSU on September 1, 2019 for so long as the Reporting Person provides continuous service to the Issuer, such that the RSU shall be fully vested on September 1, 2019.