SEC Form 4 · accession 0001209191-16-108574
TIPTREE INC. · TIPT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jonathan Ilany
Officer — Chief Executive Officer · Director
Period of report
Mar 10, 2016
Accepted (ET)
Mar 15, 2016 · 5:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001393726
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock OptionF1,F2,F3 | $5.87 | Mar 10, 2016 | A | 13,704 | A | — | — | Class A Common Stock | 13,704 | 150,742 | D |
Explanation of responses
- F1On March 10, 2016, the Reporting Person was granted non-qualified stock options to purchase 13,704 shares of common stock of the Registrant, subject to the terms of a Stock Option Agreement.
- F2Exercise of the Stock Option is subject to both (1) a time-based vesting requirement with one-third vesting each of March 10, 2019, 2020 and 2021 and (2) a performance-based vesting requirement that, at any time during the option term, achievement of a 20-day volume weighted average stock price of Registrant's Class A Common Stock, that exceeds the book value per share as of December 31, 2015.
- F3The Stock Option will expire on the earlier of (1) March 10, 2026 and (2) the date of the termination of Jonathan Ilany's service with the Registrant for Cause (as defined in the Stock Option Agreement) or Jonathan Ilany's voluntary termination of service with the Registrant.