SEC Form 4 · accession 0001395942-16-000353
OPENLANE, Inc. · OPLN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Benjamin Skuy
Officer — EVP of International Markets
Period of report
Sep 15, 2016
Accepted (ET)
Sep 15, 2016 · 5:08 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 | Sep 15, 2016 | M | 15,000 | $10.00 | A | 15,000 | D | |
| Common StockF2 | Sep 15, 2016 | S | 15,000 | $42.0955 | D | 0 | D | |
| Common StockF1 | holding | — | — | — | 88,032 | 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 | $10.00 | Sep 15, 2016 | A | 15,000 | D | — | Aug 20, 2017 | Common Stock | 15,000 | 0 | D |
| Employee Stock Option (right to buy)F3 | $16.264 | holding | — | — | — | — | Feb 7, 2018 | Common Stock | 15,040 | 15,040 | D |
| Employee Stock Option (right to buy)F3 | $13.46 | holding | — | — | — | — | Mar 1, 2020 | Common Stock | 71,560 | 71,560 | D |
| Restricted Stock UnitsF4,F5 | — | holding | — | — | — | — | — | Common Stock | 1,151 | 1,151 | D |
Explanation of responses
- F1Includes 612.1996 shares acquired (including 3.0378 shares acquired by dividend reinvestment) pursuant to the Company's Employee Stock Purchase Plan on May 31, 2016, which were inadvertently omitted from the reporting person's Form 4 filed September 6, 2016.
- F2The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.0400 to $42.1400 per share, inclusive. 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.
- F3All of these options are currently exercisable.
- F4Each 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 February 20, 2016.
- 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 February 20, 2016, one-third of these restricted stock units vest on February 20, 2017 and the remaining one-third of these restricted stock units vest on February 20, 2018, assuming continued employment through the applicable vesting date.