SEC Form 4 · accession 0001171843-19-000972
VARONIS SYSTEMS INC · VRNS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Yakov Faitelson
Officer — CEO, President, Chairman · Director
Period of report
Feb 14, 2019
Accepted (ET)
Feb 15, 2019 · 9:01 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001361113
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.001 per shareF1,F2 | Feb 14, 2019 | A | 66,642 | $0.00 | A | 313,783 | D | |
| Common Stock, par value $0.001 per share | Feb 14, 2019 | M | 52,560 | $1.256 | A | 366,343 | D | |
| Common Stock, par value $0.001 per share | Feb 14, 2019 | M | 68,949 | $1.256 | A | 435,292 | D | |
| Common Stock, par value $0.001 per shareF4 | Feb 14, 2019 | S | 30,000 | $54.7187 | D | 405,292 | D |
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) | $1.256 | Feb 14, 2019 | M | 52,560 | D | Jun 25, 2009 | Jun 25, 2019 | Common Stock | 52,560 | 0 | D |
| Stock Option (right to buy) | $1.256 | Feb 14, 2019 | M | 68,949 | D | Jan 1, 2010 | Aug 5, 2019 | Common Stock | 68,949 | 0 | D |
Explanation of responses
- F1Represents restricted stock units granted to the reporting person on February 14, 2019. Such restricted stock units will vest, and an equal number of shares of common stock will be deliverable to the reporting person, in four equal installments upon the last calendar day of the month of February beginning on February 29, 2020.
- F2Includes 352 shares of Common Stock purchased under the Varonis Systems, Inc. 2015 Employee Stock Purchase Plan.
- F3These shares were sold to address the tax consequences arising upon the exercise of the associated options, which were due to expire on August 5, 2019.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $54.62 to $54.92, 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 above range.