SEC Form 4 · accession 0001395942-16-000350
OPENLANE, Inc. · OPLN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kelly Peter
Officer — CTO & Pres of Digital Srvs Grp
Period of report
Sep 6, 2016
Accepted (ET)
Sep 8, 2016 · 6:01 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 | Sep 6, 2016 | M | 15,000 | $12.97 | A | 15,000 | D | |
| Common StockF2 | Sep 6, 2016 | S | 15,000 | $42.4558 | D | 0 | D | |
| Common StockF1 | holding | — | — | — | 1,185 | 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 Option (right to buy)F3 | $12.97 | Sep 6, 2016 | A | 15,000 | D | — | Nov 4, 2021 | Common Stock | 15,000 | 200,000 | D |
| Restricted Stock UnitsF4,F5 | — | holding | — | — | — | — | — | Common Stock | 1,906 | 1,906 | D |
Explanation of responses
- F1Includes 591.2961 shares acquired pursuant to the Company's Employee Stock Purchase Plan on August 31, 2016.
- F2The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.2350 to $42.6800 per share, inclusive. The reporting person undertakes to provide to KAR Auction Services, Inc., any security holder of KAR Auction Services, Inc., 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.
- F3These service options are currently exercisable.
- F4Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis.
- F5These 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 will vest on 2/20/2017 and the remaining one-third of these restricted stock units will vest on 2/20/2018.