SEC Form 4 · accession 0001209191-18-012345
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 20, 2018
Accepted (ET)
Feb 22, 2018 · 4:11 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 StockF2,F1 | Feb 20, 2018 | A | 110,497 | $0.00 | A | 338,828 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Share UnitsF3,F4 | $0.00 | Feb 20, 2018 | A | 5,635 | A | Jan 3, 2019 | — | Common Stock | 5,635 | 5,635 | D |
| Performance Share UnitsF5,F4 | $0.00 | Feb 20, 2018 | A | 10,876 | A | Jan 2, 2020 | — | Common Stock | 10,876 | 10,876 | D |
Explanation of responses
- F1Reflects a grant of Restricted Stock Units ("RSUs") under the Issuer's 2013 Equity Incentive Award Plan.
- F2Each RSU represents a contingent right of the Reporting Person to receive one (1) share of the Issuer's Common Stock upon vesting. The RSUs vest in four (4) substantially equal installments on each of February 28, 2019, February 28, 2020, February 28, 2021 and February 28, 2022, respectively, subject to the Reporting Person's continued employment or service relationship with the Issuer on each such vesting date.
- F3Represents Performance Share Units ("PSUs") earned by the Reporting person pursuant to a 2016 Performance Share Award Agreement between the Reporting Person and the Issuer under the Issuer's 2013 Equity Incentive Award Plan. The Compensation Committee of the Issuer certified achievement of the performance goals for the Reporting Person at a meeting of the Compensation Committee on February 20, 2018.
- F4Each PSU will convert into one (1) share of the Issuer's Common Stock upon vesting and settlement.
- F5Represents PSUs earned by the Reporting person pursuant to a 2017 Performance Share Award Agreement between the Reporting Person and the Issuer under the Issuer's 2013 Equity Incentive Award Plan. The Compensation Committee of the Issuer certified achievement of the performance goals for the Reporting Person at a meeting of the Compensation Committee on February 20, 2018.