SEC Form 4 · accession 0001364954-17-000015
CHEGG, INC · CHGG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrew J Brown
Officer — CHIEF FINANCIAL OFFICER
Period of report
Feb 1, 2017
Accepted (ET)
Feb 2, 2017 · 8:10 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001364954
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 1, 2017 | F | 43,399 | $7.02 | D | 372,929 | D | |
| Common StockF2,F3 | holding | — | — | — | 347,117 | I | By Andy and Pam Brown Family Trust | |
| Common StockF4 | holding | — | — | — | 5,000 | I | By Child |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.
- F2The reporting person contributed 269,390 shares of CHGG common stock to the Andy and Pam Brown Family Trust on November 16, 2016, in a transaction that resulted in a change in form of beneficial ownership from direct to indirect.
- F3The Reporting Person is a Co-Trustee.
- F4The Reporting Person no longer has a reportable beneficial interest in 5,000 shares of CHGG common stock owned by his daughter and included in the reporting person's prior ownership reports.