SEC Form 4 · accession 0001395942-18-000095
OPENLANE, Inc. · OPLN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Rebecca C. Polak
Officer — CLO & Sec.; Pres. TradeRev
Period of report
Jun 18, 2018
Accepted (ET)
Jun 19, 2018 · 6:09 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 | Jun 18, 2018 | M | 44,240 | $10.00 | A | 90,630 | D | |
| Common StockF2 | Jun 18, 2018 | S | 44,240 | $55.0479 | D | 46,390 | 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 | Jun 18, 2018 | M | 44,240 | D | — | May 6, 2019 | Common Stock | 44,240 | 44,240 | D |
| Employee Stock Option (right to buy)F3 | $30.89 | holding | — | — | — | — | Feb 27, 2024 | Common Stock | 34,996 | 34,996 | D |
| Restricted Stock UnitsF4,F5 | — | holding | — | — | — | — | — | Common Stock | 1,107 | 1,107 | D |
| Restricted Stock UnitsF4,F6 | — | holding | — | — | — | — | — | Common Stock | 3,039 | 3,039 | D |
| Restricted Stock UnitsF4,F7 | — | holding | — | — | — | — | — | Common Stock | 4,164 | 4,164 | D |
Explanation of responses
- F1This transaction was effected pursuant to a Rule 10b5-1 Plan adopted by the reporting person on March 15, 2018.
- F2The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.0000 to $55.1600 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.
- 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 23, 2017, one-third of these restricted stock units vested 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.
- 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 24, 2018, one-third of these restricted stock units vest on February 24, 2019 and the remaining one-third of these restricted stock units vest on February 24, 2020, 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 vest on March 2, 2019, one-third of these restricted stock units vest on March 2, 2020 and the remaining one-third of these restricted stock units vest on March 2, 2021, assuming continued employment through the applicable vesting date.