SEC Form 4 · accession 0001209191-16-108944
BLACKHAWK NETWORK HOLDINGS, INC · HAWK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Roche L Talbott Hoskins
Officer — President and CEO · Director
Period of report
Feb 22, 2016
Accepted (ET)
Mar 16, 2016 · 7:26 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001411488
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 14, 2016 | M | 5,250 | — | A | 114,869 | D | |
| Common StockF2 | Mar 14, 2016 | F | 1,972 | $33.90 | D | 112,897 | D |
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)F3 | $38.85 | Feb 22, 2016 | A | 97,500 | A | — | Feb 22, 2023 | Common Stock | 97,500 | 97,500 | D |
| Restricted Stock Unit (RSU)F1,F4 | — | Feb 22, 2016 | A | 30,850 | A | — | — | Common Stock | 30,850 | 30,850 | D |
| Performance Share (PSU)F5 | — | Feb 22, 2016 | A | 15,825 | A | — | — | Common Stock | 15,825 | 15,825 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of the Company's Common Stock.
- F2Shares tendered in payment of the tax withholding obligation.
- F3The shares vest pursuant to the following schedule: Twenty-Five Percent (25%) of the shares subject to the option vest on each of the first, second, third, and fourth anniversary of February 22, 2016, subject to the Reporting Person's continued employment or service relationship with the Company on each such vesting date.
- F4The restricted stock units vest pursuant to the following schedule: Twenty-Five Percent (25%) of the shares subject to the restricted stock units vest on each of the first, second, third, and fourth anniversary of February 22, 2016, subject to the Reporting Person's continued employment or service relationship with the Company on each such vesting date.
- F5Represents the number of performance share units earned pursuant to the 2015 Performance Share Award Agreement when the Compensation Committee certified that the performance goals for the Reporting Person were achieved at a meeting held by the Compensation Committee. The earned performance share units will vest on January 4, 2018. Each earned performance share was acquired without cash payment and represents the contingent right to receive one share of Common Stock.