SEC Form 4 · accession 0001402057-19-000037
CDW Corp · CDW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas E Richards
Officer — See Remarks · Director
Period of report
Feb 12, 2019
Accepted (ET)
Feb 14, 2019 · 6:40 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001402057
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 | Feb 12, 2019 | M | 16,216 | $17.00 | A | 593,991 | D | |
| Common Stock, par value $0.01F1,F2 | Feb 12, 2019 | S | 5,700 | $91.74 | D | 588,291 | D | |
| Common Stock, par value $0.01F1,F3 | Feb 12, 2019 | S | 10,516 | $92.41 | D | 577,775 | D | |
| Common Stock, par value $0.01F4 | Feb 12, 2019 | A | 89,274 | $0.00 | A | 667,049 | D | |
| Common Stock, par value $0.01F5 | Feb 12, 2019 | F | 39,786 | $81.05 | D | 627,263 | 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)F6 | $17.00 | Feb 12, 2019 | M | 16,216 | D | — | Dec 12, 2022 | Common Stock, par value $0.01 | 16,216 | 381,130 | D |
Explanation of responses
- F1The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 22, 2018.
- F2The price reported is the average weighted price. The shares were sold in multiple transactions at prices ranging from $91.13 to $92.12, inclusive. The reporting person undertakes to provide to the SEC, the Issuer and any security holder, the full information regarding the number of shares and the prices at which the shares were sold.
- F3The price reported is the average weighted price. The shares were sold in multiple transactions at prices ranging from $92.13 to $92.78, inclusive. The reporting person undertakes to provide to the SEC, the Issuer and any security holder, the full information regarding the number of shares and the prices at which the shares were sold.
- F4Represents shares acquired upon the vesting of performance shares previously granted to the reporting person.
- F5Represents shares withheld to cover taxes incurred in connection with the vesting of performance shares.
- F6505,294 options were issued at the pricing of the initial public offering of CDW Corporation on June 26, 2013; 54,514 options were vested at issuance and the remaining options vested daily on a pro-rata basis from June 26, 2013 through December 11, 2017.
Remarks
Executive Chairman