SEC Form 4 · accession 0001209191-17-002314
FireEye, Inc. · FEYE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin R. Mandia
Officer — Chief Executive Officer · Director
Period of report
Jan 4, 2017
Accepted (ET)
Jan 5, 2017 · 6:09 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001370880
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | May 18, 2016 | G | 25,000 | $0.00 | D | 2,604,446 | D | |
| Common StockF2,F3 | Jan 4, 2017 | S | 112,581 | $12.2897 | D | 2,491,865 | D | |
| Common StockF4 | holding | — | — | — | 340,691 | I | See footnote | |
| Common StockF5 | holding | — | — | — | 144,185 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This was a bona fide gift not for value or consideration.
- F2Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the Reporting Person.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.16 to $12.49, inclusive. 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 separate price within the range set forth in this footnote (3).
- F4Shares held of record by the Kevin R. Mandia 2011 Irrevocable Trust Dated July 29, 2011 (the "Irrevocable Trust"). The Reporting Person's spouse, as trustee, has shared voting and investment power with respect to the shares held of record by the Irrevocable Trust. The Reporting Person disclaims beneficial ownership of such shares.
- F5Shares held of record by the Reporting Person's spouse. The Reporting Person disclaims beneficial ownership of the shares held by his spouse, and this report should not be deemed an admission that the Reporting Person is the beneficial owner of his spouse's shares for purpose of Section 16 or for any other reason.