SEC Form 4 · accession 0001209191-15-033501
HOMEAWAY INC · AWAY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Carl Gordon Shepherd
Officer — Chief Strategy & Dev. Officer · Director
Period of report
Apr 8, 2015
Accepted (ET)
Apr 10, 2015 · 11:20 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001366684
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Apr 8, 2015 | M | 19,188 | $19.97 | A | 68,198 | D | |
| Common Stock | Apr 8, 2015 | M | 63,886 | $13.49 | A | 132,084 | D | |
| Common StockF2 | Apr 8, 2015 | S | 83,074 | $31.181 | D | 49,010 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF3 | $19.97 | Apr 8, 2015 | M | 19,188 | D | — | Feb 10, 2021 | Common Stock | 19,188 | 80,812 | D |
| Stock OptionF3 | $13.49 | Apr 8, 2015 | M | 63,886 | D | — | Nov 13, 2019 | Common Stock | 63,886 | 0 | D |
| Stock OptionF4 | $33.44 | holding | — | — | — | — | May 1, 2024 | Common Stock | 37,000 | 37,000 | D |
| Stock OptionF5 | $30.43 | holding | — | — | — | — | Mar 5, 2023 | Common Stock | 55,696 | 55,696 | D |
| Stock OptionF3 | $25.54 | holding | — | — | — | — | Mar 27, 2022 | Common Stock | 52,848 | 52,848 | D |
Explanation of responses
- F1The sale of shares was pursuant to a 10b5-1 Trading Plan adopted by the Reporting Person in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
- F2Price reflected is the weighted-average sale price for shares sold. The shares were sold in multiple transactions, and the range of sales prices for the transactions reported was $31.00 to $31.42. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price.
- F3Vested as to 1/16th of the shares subject to the option three month following the dated of grant and as to 1/48th of the shares subject to the option each month thereafter.
- F46.25% of the shares of Common Stock subject to the Option shall vest on the date which is three months following the Vesting Commencement Date and an additional one forty-eighth (1/48th) of the total number of shares of Common Stock subject to the option shall vest on the corresponding day of each month thereafter, or to the extent a month does not have the corresponding day, on the last day of any such month, and will be fully vested as of May 1, 2018.
- F56.25% of the shares of Common Stock subject to the Option shall vest on the date which is three months following the Vesting Commencement Date and an additional one forty-eighth (1/48th) of the total number of shares of Common Stock subject to the Option shall vest on the corresponding day of each month thereafter, or to the extent such a month does not have the corresponding day, on the last day of any such month, and will be fully vested as of April 1, 2017.