SEC Form 4 · accession 0001395942-18-000010
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 19, 2018
Accepted (ET)
Jan 22, 2018 · 5:14 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 StockF1 | Jan 19, 2018 | M | 6,563 | $30.89 | A | 12,581 | D | |
| Common StockF3 | Jan 19, 2018 | S | 6,563 | $54.0541 | D | 6,018 | 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)F4 | $30.89 | Jan 19, 2018 | M | 6,563 | D | — | Feb 27, 2024 | Common Stock | 6,563 | 10,937 | D |
| Restricted Stock UnitsF5,F6 | — | holding | — | — | — | — | — | Common Stock | 536 | 536 | D |
| Restricted Stock UnitsF5,F7 | — | holding | — | — | — | — | — | Common Stock | 1,132 | 1,132 | D |
Explanation of responses
- F1Includes 1,212.6153 shares acquired (including 45.6668 shares acquired by dividend reinvestment) pursuant to the Company's Employee Stock Purchase Plan.
- F2This transaction was effected pursuant to a Rule 10b5-1 Plan adopted by the reporting person on December 15, 2017.
- F3The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $54.0000 to $54.1200 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.
- F413,125 of these options are currently exercisable and the remaining 4,375 options become exercisable on February 27, 2018, assuming continued employment through the applicable vesting date.
- F5Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis.
- 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 February 20, 2016, one-third of these restricted stock units vested 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.
- F7These 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 23, 2017, one-third of these restricted stock units vest on February 22, 2018 and the remaining one-third of these restricted stock units vest on February 22, 2019, assuming continued employment through the applicable vesting date.