SEC Form 4 · accession 0001395942-16-000246
OPENLANE, Inc. · OPLN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James P Hallett
Officer — Chief Executive Officer · Director
Period of report
Feb 9, 2016
Accepted (ET)
Feb 11, 2016 · 6:32 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001395942
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5,F6 | — | Feb 9, 2016 | A | 19,293 | A | — | — | Common Stock | 19,293 | 19,293 | D |
| Employee Stock Option (right to buy)F1,F2,F3 | $13.46 | holding | — | — | — | — | Mar 1, 2020 | Common Stock | 150,000 | 150,000 | D |
| Employee Stock Option (right to buy)F3,F4 | $30.89 | holding | — | — | — | — | Feb 27, 2024 | Common Stock | 194,404 | 194,404 | D |
Explanation of responses
- F137,500 of these service options are currently exercisable.
- F2112,500 of these performance options are currently exercisable.
- F3An additional condition to vesting is that the reporting person must be a director, officer, employee, consultant or agent of the Company or any of its subsidiaries on the date on which the conditions set forth above are satisfied.
- F4These options are service options that vest based upon the passage of time and the reporting person's continued service with the Company. These options will vest as follows: 25% of these options became exercisable on 2/27/2015, 25% of these options become exercisable on 2/27/2016, 25% of these options become exercisable on 2/27/2017, and the remaining 25% of these options become exercisable on 2/27/2018.
- F5Converts into common stock on a 1-for-1 basis.
- F6The compensation committee certified on February 9, 2016 that the Company achieved the 2015 net income performance goal for the restricted stock unit awards granted in 2015 under the KAR Auction Services, Inc. 2009 Omnibus Stock and Incentive Plan. These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock as follows: one-third of these restricted stock units vest on 2/20/2016, one-third of these restricted stock units vest on 2/20/2017 and the remaining one-third of these restricted stock units vest on 2/20/2018.