SEC Form 4 · accession 0001437749-16-042614
TWITTER, INC. · TWTR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Anthony Noto
Officer — CFO and COO
Period of report
Nov 21, 2016
Accepted (ET)
Nov 23, 2016 · 5:23 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 StockF1,F2 | Nov 21, 2016 | A | 940,000 | $0.00 | A | 2,366,633 | D | |
| Common StockF3,F4 | Nov 21, 2016 | A | 325,000 | $0.00 | A | 2,691,633 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Of the reported shares, 940,000 shares are represented by restricted stock units ("RSUs") granted on November 21, 2016, pursuant to which, 50,000 RSUs will vest on each of February 1, May 1, August 1 and November 1, 2017; 53,750 RSUs will vest on each of February 1, May 1, August 1 and November 1, 2018; 50,000 RSUs will vest on each of February 1, May 1, August 1 and November 1, 2019; and 81,250 RSUs will vest on each of February 1, May 1, August 1 and November 1, 2020.
- F2Of the reported shares 1,885,000 shares are represented by RSUs and 40,380 shares are held jointly with the Reporting Person's spouse.
- F3Of the reported shares, 325,000 shares are represented by performance RSUs granted on November 21, 2016, pursuant to which the Issuer's Board of Directors or the Compensation Committee will set the performance targets and the performance periods prior to the end of the first quarter of each year, as applicable, and will assess achievement against those performance targets in the first quarter after the end of the performance periods. Assuming the achievement of target-level performance, 35,000 performance RSUs, 90,000 performance RSUs and 200,000 performance RSUs may vest for performance in the fiscal years ending December 31, 2017, 2018 and 2019, respectively.
- F4Of the reported shares 2,210,000 shares are represented by RSUs and 40,380 shares are held jointly with the Reporting Person's spouse.