SEC Form 4 · accession 0001209191-18-017289
Monotype Imaging Holdings Inc. · TYPE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Janet M Dunlap
Officer — EVP, CAO & General Counsel
Period of report
Mar 2, 2018
Accepted (ET)
Mar 6, 2018 · 4:38 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001385292
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 2, 2018 | A | 40,408 | $0.00 | A | 132,811 | D | |
| Common StockF2 | Mar 2, 2018 | F | 1,832 | $23.80 | D | 130,979 | D | |
| Common StockF3 | Mar 5, 2018 | G | 720 | $0.00 | D | 130,259 | 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 UnitF4 | $0.00 | Mar 2, 2018 | A | 4,490 | A | — | — | Common Stock | 4,490 | 0 | D |
Explanation of responses
- F1Shares acquired pursuant to a restricted stock grant where 25% of such shares vest of the first anniversary of the grant date with the remaining shares vesting quarterly over the following three years.
- F2Transaction represents withholding of shares to satisfy tax withholding obligations upon the vesting of restricted stock award.
- F3Bona fide gift of shares of Common Stock by the reporting person to Snow Farm - The New England Craft Project. The closing market price on the date of transfer was $23.95, however, the reporting person did not receive any value for the gift of these shares. The reporting person specifically disclaims beneficial ownership of these shares.
- F4Represents contingent right to receive 1 share of Common Stock per RSU. Vesting depends on Company achievement of performance-based targets for fiscal year ended Dec. 31, 2018. Percentage of shares eligible to vest (if any) are based on level of target achievement for fiscal 2018. 50% of eligible shares vest on the third day following the date of the Company's filing of Form 10-K for fiscal year 2018 (the "Vesting Date"), and 25% of eligible shares vesting on each of the first and second anniversary of such Vesting Date. If no shares are eligible to vest on the Vesting Date, all shares under this grant are forfeited.