SEC Form 4 · accession 0001209191-17-014745
BLACKHAWK NETWORK HOLDINGS, INC · HAWK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jerry N Ulrich
Officer — CFO & Chief Admin Officer
Period of report
Feb 23, 2017
Accepted (ET)
Feb 27, 2017 · 4:20 pm EST
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 | Feb 23, 2017 | M | 2,463 | — | A | 61,320 | D | |
| Common Stock | Feb 23, 2017 | M | 17,500 | $13.631 | A | 78,820 | D | |
| Common StockF2 | Feb 23, 2017 | S | 17,500 | $37.5971 | D | 61,320 | D | |
| Common StockF3 | holding | — | — | — | 6,000 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Unit (RSU)F1,F4 | — | Feb 23, 2017 | M | 2,463 | D | — | — | Common Stock | 2,463 | 4,924 | D |
| Stock Option (Right to Buy)F5,F6 | $13.631 | Feb 23, 2017 | M | 17,500 | D | — | — | Common Stock | 17,500 | 0 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of the Company's Common Stock.
- F2Transaction executed in multiple trades at prices ranging from $37.50 to $37.775 per share, inclusive. The price reported in column 4 of Table I above reflects the weighted average sale price per share. The Reporting Person hereby undertakes to provide the SEC staff, the Issuer or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
- F3The shares are held by The Ulrich Family Trust Dated November 1, 1996 as Amended and Restated in 2011.
- F4The restricted stock units 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 23, 2015, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date.
- F5The shares subject to this option are fully vested and exercisable.
- F6The shares vest pursuant to the following schedule: Twenty Percent (20%) of the shares subject to the option vest on each of the first, second, third, fourth and fifth anniversary of March 9, 2010, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date.