SEC Form 4 · accession 0001395942-17-000015
OPENLANE, Inc. · OPLN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lisa A. Price
Officer — EVP of Human Resources
Period of report
Jan 17, 2017
Accepted (ET)
Jan 19, 2017 · 6:54 pm EST
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 | Jan 17, 2017 | M | 180 | $18.80 | A | 180 | D | |
| Common Stock | Jan 17, 2017 | S | 180 | $46.00 | D | 0 | D | |
| Common Stock | Jan 18, 2017 | M | 1,540 | $18.80 | A | 1,540 | D | |
| Common StockF3 | Jan 18, 2017 | S | 1,540 | $46.0248 | D | 0 | D | |
| Common StockF1 | holding | — | — | — | 958 | 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)F5,F6 | $18.80 | Jan 17, 2017 | M | 1,720 | D | — | May 5, 2021 | Common Stock | 1,720 | 13,280 | D |
| Employee Stock Option (right to buy)F4 | $30.89 | holding | — | — | — | — | Feb 27, 2024 | Common Stock | 17,500 | 17,500 | D |
| Employee Stock Options (right to buy)F6 | $10.00 | holding | — | — | — | — | Aug 20, 2017 | Common Stock | 0 | 0 | D |
| Restricted Stock UnitsF7,F8 | — | holding | — | — | — | — | — | Common Stock | 1,072 | 1,072 | D |
Explanation of responses
- F1Includes 620.6204 shares acquired (including 11.4586 shares acquired by dividend reinvestment) pursuant to the Company's Employee Stock Purchase Plan on May 31, 2016.
- F2This transaction was effected pursuant to a Rule 10b5-1 Plan adopted by the reporting person on June 15, 2016.
- F3The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.00 to $46.07 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.
- F48,750 of these options are currently exercisable, 4,375 of these options become exercisable on February 27, 2017 and the remaining 4,375 options become exercisable on February 27, 2018, assuming continued employment through the applicable vesting date.
- F5180 shares were exercised on January 17, 2017 and 1,540 shares were exercised on January 18, 2017.
- F6All of these options are currently exercisable.
- F7Each 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.
- F8These 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.