SEC Form 4 · accession 0001127602-18-006152
Happen, Inc. · HAPN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott Sanborn
Officer — CEO
Period of report
Feb 12, 2018
Accepted (ET)
Feb 14, 2018 · 6:08 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001409970
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 12, 2018 | M | 89,031 | $0.00 | A | 1,213,916 | D | |
| Common StockF2 | Feb 12, 2018 | F | 45,400 | $3.75 | D | 1,168,516 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Unit (RSU)F1,F3 | $0.00 | Feb 12, 2018 | M | 89,031 | D | — | May 14, 2026 | Common Stock | 89,031 | 801,283 | D |
Explanation of responses
- F1Each restricted stock unit ("RSU") represents the contingent right to receive, upon vesting of the RSU, one share of the Issuer's common stock.
- F2Represents the number of shares withheld by the Issuer to cover tax withholding obligations in connection with the vesting of RSUs.
- F3The restricted stock units vested 6.25% of the total shares quarterly, over a four-year period, beginning on May 12, 2016.