SEC Form 4 · accession 0001179110-19-002110
GLU MOBILE INC · GLUU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Nicholas Earl
Officer — President & CEO · Director
Period of report
Feb 15, 2019
Accepted (ET)
Feb 19, 2019 · 5:36 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001366246
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 15, 2019 | M | 31,250 | $0.00 | A | 363,074 | D | |
| Common Stock | Feb 15, 2019 | F | 15,494 | $9.53 | D | 347,580 | D | |
| Common Stock | Feb 15, 2019 | M | 155,620 | $0.00 | A | 503,200 | D | |
| Common Stock | Feb 15, 2019 | F | 77,473 | $9.53 | D | 425,727 | 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 UnitsF4,F5 | — | Feb 15, 2019 | M | 31,250 | A | — | — | Common Stock | 31,250 | 93,750 | D |
| Restricted Stock UnitsF4,F3 | — | Feb 15, 2019 | A | 155,620 | A | — | — | Common Stock | 155,620 | 155,620 | D |
| Restricted Stock UnitsF4,F3 | — | Feb 15, 2019 | M | 155,620 | A | — | — | Common Stock | 155,620 | 0 | D |
| Stock OptionsF6 | $3.59 | Feb 15, 2019 | A | 650,000 | A | — | Oct 10, 2027 | Common Stock | 650,000 | 650,000 | D |
| Stock OptionsF6 | $3.63 | Feb 15, 2019 | A | 155,620 | A | — | Jan 2, 2028 | Common Stock | 155,620 | 155,620 | D |
Explanation of responses
- F1Vesting of restricted stock units (RSUs) granted to Mr. Earl on December 9, 2015.
- F2Exempt 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 relinquished by Mr. Earl and cancelled by Glu Mobile Inc. ("Glu") in exchange for Glu's agreement to pay federal and state tax withholding obligations of Mr. Earl resulting from the vesting of RSUs. Mr. Earl did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes
- F3Represents performance stock units granted to the Reporting Person on October 10, 2017, that vested on February 15, 2019 as a result of the Reporting Person having met the applicable performance criteria.
- F4Each RSU represents a contingent right to receive one share of Glu common stock.
- F5The RSU vested as to 25% of the total number of shares subject to the RSU on November 15, 2016 (the "RSU First Vesting Date"), with the remaining 75% of the underlying shares vesting in equal quarterly installments over the next three years following the RSU First Vesting Date on the same day of each third month (e.g., the first quarterly vesting date was February 15, 2017, the next quarterly vesting date was May 15, 2017, etc.); provided, however, that if any portion of the RSU vests on a date that is a non-trading day on The NASDAQ Stock Market, then the RSU will vest on the next trading day.
- F6Represents performance stock options granted to the Reporting Person on October 10, 2017, that vested and became exercisable on February 15, 2019 as a result of the Reporting Person having met the applicable performance criteria.