SEC Form 4 · accession 0001392972-17-000013
PROS Holdings, Inc. · PRO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mariette M Woestemeyer
Director · 10% Owner
Period of report
Jan 1, 2017
Accepted (ET)
Jan 4, 2017 · 9:41 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001392972
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jan 1, 2017 | M | 6,274 | $21.52 | A | 4,149,681 | I | Held jointly with spouse Ronald F. Woestemeyer |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F4 | — | Jan 1, 2017 | M | 6,274 | D | — | — | Common Stock | 6,274 | 0 | D |
| Restricted Stock UnitsF3,F5 | — | Jan 3, 2017 | A | 6,310 | A | — | — | Common Stock | 6,310 | 6,310 | D |
Explanation of responses
- F1The price represents the price of PROS Holdings, Inc. common stock at the close of market on December 30, 2016, the previous business day before the vest date of January 1, 2017.
- F2Includes: (i) 770,575 shares held of record by Ronald F. Woestemeyer and Mariette Woestemeyer; (ii) 1,000,000 shares held of record by The Woestemeyer 1999 Gift Trust, of which Deutsche Bank Trust Company Delaware is sole trustee; (iii) 43,998 2007 ILIT; (iv) 476,002 shares held of record by MAROKA, LLC of which Mr. and Mrs. Woestemeyer are the sole managers; (v) 344,560 in Mrs. Woestemeyer's 2010 GRAT Grantor to Retained Annuity Trust; (vi) 226,522 Mrs. Woestemeyer's Dynasty trust; (vii) 236,266 Mr. Woestemeyer's Dynasty Trust; (iix) 603,548 Mr. Woestemeyer's 2007 Irrevocable Trust; and (ix) 448,210 Mrs. Woestemeyer's 2007 Irrevocable Trust.
- F3Each restricted stock unit represents the contingent right to receive one share of PROS Holdings, Inc. common stock.
- F4The restricted stock units fully vest on January 1, 2014.
- F5Includes 6,310 restricted stock units awarded on January 3, 2017 which fully vest on January 1, 2018.