SEC Form 4 · accession 0001209191-15-060733
Cornerstone OnDemand Inc · CSOD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Perry A. Wallack
Officer — Chief Financial Officer
Period of report
Jul 9, 2015
Accepted (ET)
Jul 13, 2015 · 9:38 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001401680
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jul 9, 2015 | A | 23,500 | $0.00 | A | 45,222 | D | |
| Common StockF2,F3 | holding | — | — | — | 389,197 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F4 | $35.36 | Jul 9, 2015 | A | 56,000 | A | Jul 1, 2016 | Jul 9, 2025 | Common Stock | 56,000 | 56,000 | D |
Explanation of responses
- F1Each share is represented by a Restricted Stock Unit ("RSU"). One-fourth (1/4) of the total RSUs will vest on each of the first four (4) anniversaries of July 1, 2015 (the "Vesting Commencement Date"), subject to the Reporting Person's continued service as of each such vesting date.
- F2Reflects the reallocation of shares between direct and indirect ownership.
- F3Shares are held by the SC and FB Trust, for which the Reporting Person and his spouse serve as trustees.
- F4One-fourth (1/4) of the shares subject to the option will vest on the first anniversary of the Vesting Commencement Date, and the remaining shares will vest in equal monthly installments over the following 36 months, subject to the Reporting Person's continued service as of each such vesting date.