SEC Form 4 · accession 0001104659-18-032293
Carbon Black, Inc. · CBLK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark P. Sullivan
Officer — See Remarks
Period of report
May 8, 2018
Accepted (ET)
May 10, 2018 · 9:08 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001366527
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 8, 2018 | A | 37,500 | $0.00 | A | 37,500 | 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)F2 | $3.10 | May 8, 2018 | A | 136,258 | A | — | Jan 26, 2027 | Series A Redeemable Preferred Stock | 136,258 | 136,258 | D |
| Stock Option (right to buy)F2 | $3.10 | May 8, 2018 | C | 136,258 | D | — | Jan 26, 2027 | Series A Redeemable Preferred Stock | 136,258 | 0 | D |
| Stock Option (right to buy)F2 | $7.64 | May 8, 2018 | C | 55,290 | A | — | Jan 26, 2027 | Common Stock | 55,290 | 55,290 | D |
Explanation of responses
- F1The shares were acquired pursuant to a restricted stock unit award under the Carbon Black 2012 Stock Option and Grant Plan. Each restricted stock unit represents a contingent right to receive one share of Carbon Black, Inc. common stock. The restricted stock unit vests 25% on January 1, 2019, and thereafter in twelve equal quarterly installments beginning June 2, 2019.
- F2Each stock option to buy Series A Redeemable Preferred Stock became exercisable for a fixed number of shares and automatically converted into a stock option to buy Common Stock on approximately a 0.406-for-1 basis upon the closing of the Issuer's initial public offering. The stock option vested 25% on January 1, 2018 and the remainder vests in equal monthly installments such that the option will be fully vested on January 1, 2021.
Remarks
Title: Executive Vice President, Chief Financial Officer, Principal Accounting Officer, Treasurer and Assistant Secretary