SEC Form 4 · accession 0001140361-17-030063
ORBCOMM Inc. · ORBC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jerome B Eisenberg
Director
Period of report
Aug 1, 2017
Accepted (ET)
Aug 3, 2017 · 4:51 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001361983
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Aug 1, 2017 | S | 7,000 | $11.506 | D | 956,141 | D | |
| Common Stock | holding | — | — | — | 15,759 | I | by Cynthia Eisenberg |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Unit (Time Vested)F4 | — | holding | — | — | — | — | — | Common Stock | 9,324 | 9,324 | D |
| Stock Appreciation RightF5 | $8.58 | holding | — | — | — | — | — | Common Stock | 30,000 | 30,000 | D |
| Stock Appreciation RightF6 | $4.96 | holding | — | — | — | — | — | Common Stock | 100,000 | 100,000 | D |
Explanation of responses
- F1The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.41 to $11.56, inclusive. The reporting person undertakes to provide to ORBCOMM Inc. (the "Company"), any security holder of the Company, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above.
- F3Includes 361 shares of common stock acquired on May 31, 2017 under the Company's 2016 Employee Stock Purchase Plan in a transaction that was exempt under Rule 16b-3(c).
- F4Each Time Vested Restricted Stock Unit ("TV RSU") represents the right to receive one share of common stock or its cash equivalent. The number of TV RSUs was determined by dividing $80,000 by the closing price of the Company common stock on January 3, 2017 of $8.58 per share. The TV RSUs vest on January 1, 2018.
- F5Each Time Vested Stock Appreciation Right ("TV SAR") represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR (January 3, 2017) to the date of exercise of the TV SAR. One-half of the 30,000 TV SAR awards will vest on each of January 1, 2018 and March 31, 2018. The TV SAR awards expire on January 3, 2027 and have an exercise price of $8.58 per share, the closing price of the common stock on the grant date.
- F6Each TV SAR represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR to the date of exercise of the TV SAR. The TV SARs are fully vested, expire in March 2018 and have an exercise price of $4.96 per share, the closing price of the common stock on the grant date.