SEC Form 4 · accession 0001437749-15-001062
TWITTER, INC. · TWTR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Adam Bain
Officer — President of Revenue
Period of report
Jan 20, 2015
Accepted (ET)
Jan 22, 2015 · 8:21 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001418091
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Jan 20, 2015 | M | 39,020 | $0.845 | A | 611,025 | D | |
| Common StockF3,F2 | Jan 20, 2015 | S | 39,020 | $37.3639 | D | 572,005 | D | |
| Common StockF4 | holding | — | — | — | 1,000,000 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F5 | $0.845 | Jan 20, 2015 | M | 39,020 | D | — | Sep 23, 2020 | Common Stock | 39,020 | 1,703,045 | D |
Explanation of responses
- F1The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
- F2Of the reported shares 512,432 shares are represented by RSUs.
- F3The reported price in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $36.57 to $38.11 per share. The Reporting Person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F4The shares are held of record by The Bain 2013 Grantor Retained Annuity Trust, dated October 22, 2013 for which the Reporting Person serves as trustee.
- F5An option to purchase 2,646,456 shares was granted on September 24, 2010 and was exercised in part prior to the date on which the Reporting Person became subject to Section 16. The option was fully vested as of September 7, 2014.