SEC Form 4 · accession 0001209191-17-011584
IMPERVA INC · IMPV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark E. Kraynak
Officer — SVP & GM of Enterprise Bus.
Period of report
Feb 15, 2017
Accepted (ET)
Feb 16, 2017 · 5:21 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001364962
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 15, 2017 | M | 526 | $0.00 | A | 3,858 | D | |
| Common StockF1 | Feb 15, 2017 | M | 909 | $0.00 | A | 4,767 | D | |
| Common StockF1 | Feb 15, 2017 | M | 326 | $0.00 | A | 5,093 | D | |
| Common StockF1 | Feb 15, 2017 | M | 1,702 | $0.00 | A | 6,795 | D | |
| Common StockF2 | Feb 16, 2017 | S | 1,731 | $46.10 | D | 5,064 | 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 UnitsF3,F4,F5 | — | Feb 15, 2017 | M | 937 | D | — | Feb 4, 2023 | Common Stock | 937 | 0 | D |
| Restricted Stock UnitsF3,F6,F5 | — | Feb 15, 2017 | M | 1,500 | D | — | Feb 3, 2024 | Common Stock | 1,500 | 6,000 | D |
| Restricted Stock UnitsF3,F7,F5 | — | Feb 15, 2017 | M | 515 | D | — | Jan 31, 2026 | Common Stock | 515 | 3,611 | D |
| Restricted Stock UnitsF3,F8,F5 | — | Feb 15, 2017 | M | 2,725 | D | — | Jan 31, 2026 | Common Stock | 2,725 | 8,175 | D |
Explanation of responses
- F1Represents the number of shares that were acquired in connection with the net settlement of the restricted stock units listed in Table II.
- F2This transaction was effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person.
- F3Each restricted stock unit represents a contingent right to receive one share of common stock of the issuer upon vesting.
- F4The restricted stock units vest as follows: 25% of the underlying shares vest one year following the vesting commencement date of February 15, 2013, with the remaining 75% vesting in equal quarterly installments over the next three years. The restricted stock units are subject to accelerated vesting as to 100% of such shares following a change in control of the Issuer.
- F5The Issuer has up to 30 days following vesting to settle. The actual expiration date will be immediately following settlement.
- F6The restricted stock units vest as follows: 25% of the underlying shares vest one year following the vesting commencement date of February 15, 2014, with the remaining 75% vesting in equal quarterly installments over the next three years. The restricted stock units are subject to accelerated vesting as to 100% of such shares following a change in control of the Issuer.
- F7The restricted stock units vest as follows: 12.5% of the underlying shares vest on February 15, 2017, with the remainder vesting in equal 12.5% installments over the next seven quarters. The restricted stock units are subject to accelerated vesting in the event of a termination of employment of the Reporting Person under certain circumstances following a change in control of the issuer.
- F8The restricted stock units vest as follows: 25% of the underlying shares vest one year following the vesting commencement date of February 15, 2016, with the remaining 75% vesting in equal quarterly installments over the next three years. The restricted stock units are subject to accelerated vesting in the event of a termination of employment of the Reporting Person under certain circumstances following a change in control of the Issuer.