SEC Form 4 · accession 0001179110-16-029643

Care.com Inc · CRCM

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Sheila Lirio Marcelo

Officer — President and CEO · Director

Period of report

Sep 9, 2016

Accepted (ET)

Sep 13, 2016 · 9:30 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001412270

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock, $0.001 par value^F1,F2	Sep 9, 2016	M	16,069	—	A	900,539	D
Common Stock, $0.001 par value^F1	Sep 9, 2016	M	6,025	—	A	906,564	D
Common Stock, $0.001 par value^F1	Sep 9, 2016	M	6,996	—	A	913,560	D
Common Stock, $0.001 par value^F3	Sep 12, 2016	S	5,375	$9.8311	D	908,185	D
Common Stock, $0.001 par value^F3	Sep 12, 2016	S	2,016	$9.8309	D	906,169	D
Common Stock, $0.001 par value^F3	Sep 12, 2016	S	2,340	$9.8312	D	903,829	D
Common Stock, $0.001 par value^F1	Sep 9, 2016	M	806	—	A	3,513	I	By Husband
Common Stock, $0.001 par value^F1	Sep 9, 2016	M	233	—	A	3,746	I	By Husband
Common Stock, $0.001 par value^F4	Sep 12, 2016	S	316	$9.831	D	3,430	I	By Husband
Common Stock, $0.001 par value^F4	Sep 12, 2016	S	92	$9.8315	D	3,338	I	By Husband
Common Stock, $0.001 par value^F5	holding	—	—		—	306,082	I	By GRAT

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F1,F6	—	Sep 9, 2016	M	16,069	D	—	—	Common Stock	16,069	160,688	D
Restricted Stock Units^F1,F7	—	Sep 9, 2016	M	6,025	D	—	—	Common Stock	6,025	60,250	D
Restricted Stock Units^F1,F8	—	Sep 9, 2016	M	6,996	D	—	—	Common Stock	6,996	97,948	D
Restricted Stock Units^F1,F9	—	Sep 9, 2016	M	806	D	—	—	Common Stock	806	8,063	I
Restricted Stock Units^F1,F10	—	Sep 9, 2016	M	233	D	—	—	Common Stock	233	3,264	I

Explanation of responses

F1Each restricted stock unit represents a contingent right to receive one share of Issuer common stock.
F10The restricted stock units will vest as to 6.25% of the original number of restricted stock units at the end of each successive three month period from March 9, 2016 until March 9, 2020, subject to the continued service relationship of the Reporting Person's husband with the Issuer on such vesting date.
F2Includes 36,564 shares previously held by The Sheila L. Marcelo 2012 Five-Year Grantor Retained Annuity Trust which were distributed to the Reporting Person on August 15, 2016 and are now owned directly.
F3These shares were sold to cover tax withholding obligations created by the vesting of Reporting Person's restricted stock units.
F4These shares were sold to cover tax withholding obligations created by the vesting of restricted stock units held by Reporting Person's husband.
F5These shares are held by The Sheila L. Marcelo 2012 Five-Year Grantor Retained Annuity Trust, of which Reporting Person is the trustee.
F6The restricted stock units will vest as to 6.25% of the original number of restricted stock units at the end of each successive three month period from March 9, 2015 until March 9, 2019, subject to the Reporting Person's continued service relationship with the Issuer on such vesting date.
F7The restricted stock units will vest as to 25% of the original number of restricted stock units on March 9, 2016 and as to an additional 6.25% of the original number of restricted stock units at the end of each successive three month period from March 9, 2016 until March 9, 2019, subject to the Reporting Person's continued service relationship with the Issuer on such vesting date.
F8The restricted stock units will vest as to 6.25% of the original number of restricted stock units at the end of each successive three month period from March 9, 2016 until March 9, 2020, subject to the Reporting Person's continued service relationship with the Issuer on such vesting date.
F9The restricted stock units will vest as to 6.25% of the original number of restricted stock units at the end of each successive three month period from March 9, 2015 until March 9, 2019, subject to the continued service relationship of the Reporting Person's husband with the Issuer on such vesting date.