SEC Form 4 · accession 0001395942-16-000298
OPENLANE, Inc. · OPLN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Warren W Byrd
Officer — EVP of Corp Dev & Real Estate
Period of report
May 11, 2016
Accepted (ET)
May 13, 2016 · 1:08 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001395942
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | May 11, 2016 | M | 1,700 | $10.00 | A | 1,700 | D | |
| Common StockF1 | May 11, 2016 | S | 1,700 | $39.7505 | D | 0 | D | |
| Common Stock | May 12, 2016 | M | 2,000 | $10.00 | A | 2,000 | D | |
| Common Stock | May 12, 2016 | S | 2,000 | $39.51 | D | 0 | D | |
| Common Stock | holding | — | — | — | 366 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Options (right to buy)F2,F3,F4 | $10.00 | May 11, 2016 | A | 3,700 | D | — | Aug 20, 2017 | Common Stock | 3,700 | 27,978 | D |
| Restricted Stock UnitsF5,F6 | — | holding | — | — | — | — | — | Common Stock | 1,161 | 1,161 | D |
Explanation of responses
- F1The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions, with 1,600 sold at $39.75 per share and 100 sold at $39.76 per share. 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.
- F21,700 shares were exercised on 5/11/2016 and 2,000 shares were exercised on 5/12/2016.
- 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.
- F427,978 of these options are currently exercisable.
- F5Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis. The restricted stock units vested in common stock on 2/20/16.
- F6These 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 vested 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, assuming continued employment through the applicable vesting date.