SEC Form 4 · accession 0001365038-15-000032
LEAF GROUP LTD. · LEAF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Brian M Regan
Director
Period of report
May 18, 2015
Accepted (ET)
May 20, 2015 · 9:39 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001365038
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.0001F1,F2 | May 18, 2015 | A | 14,451 | $0.00 | A | 14,451 | 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)F3 | $5.19 | May 18, 2015 | A | 28,457 | A | — | May 18, 2025 | Common Stock | 28,457 | 28,457 | D |
Explanation of responses
- F1In connection with Mr. Regan being appointed to the Company's board of directors (the "Board") and pursuant to the Company's Outside Director Compensation Program, as updated in May 2015, Mr. Regan was granted 14,451 restricted stock units ("RSUs"). Each RSU represents the right to receive one share of the Company's common stock upon vesting. Subject to Mr. Regan's continued service on the Board through the applicable vesting date, 4,817 of these RSUs will vest on February 2, 2016 and the remaining 9,634 RSUs will vest in eight (8) substantially equal installments on each three month anniversary of February 2, 2016 thereafter through and including February 2, 2018.
- F2Includes 14,451 unvested RSUs.
- F3In connection with Mr. Regan being appointed to the Board and pursuant to the Company's Outside Director Compensation Program, as updated in May 2015, Mr. Regan was granted a non-qualified stock option covering 28,457 shares of the Company's common stock. Subject to Mr. Regan's continued service on the Board through the applicable vesting date, approximately one-third (1/3) of the shares subject to this stock option shall vest and become exercisable on February 2, 2016 and an additional 1/36th of the shares subject to the stock option shall vest and become exercisable on each monthly anniversary of February 2, 2016 thereafter through and including February 2, 2018.