SEC Form 4 · accession 0001209191-18-030040
Apptio Inc · APTI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sachin Gupta
Officer — See Remarks · Director · 10% Owner
Period of report
May 10, 2018
Accepted (ET)
May 14, 2018 · 7:01 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001419625
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | May 10, 2018 | C | 4,039,852 | $0.00 | A | 4,093,029 | D | |
| Class A Common StockF2 | May 10, 2018 | C | 462,588 | $0.00 | A | 462,588 | I | See footnote |
| Class A Common StockF4,F5 | May 10, 2018 | S | 6,700 | $31.6823 | D | 4,086,329 | D | |
| Class A Common StockF6,F7 | May 10, 2018 | S | 4,900 | $32.5858 | D | 4,081,429 | D | |
| Class A Common StockF8,F9 | May 11, 2018 | S | 11,600 | $30.3383 | D | 4,069,829 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF10 | $0.00 | May 10, 2018 | C | 4,039,852 | D | — | — | Class A Common Stock | 4,039,852 | 0 | D |
| Class B Common StockF2,F10 | $0.00 | May 10, 2018 | C | 462,588 | D | — | — | Class A Common Stock | 462,588 | 0 | I |
| Stock Option (right to buy)F12 | $2.39 | May 10, 2018 | J | 450,000 | D | — | Dec 19, 2021 | Class B Common Stock | 450,000 | 0 | D |
| Stock Option (right to buy)F12 | $2.39 | May 10, 2018 | J | 450,000 | A | — | Dec 19, 2021 | Class A Common Stock | 450,000 | 450,000 | D |
| Stock Option (right to buy)F13 | $11.46 | May 10, 2018 | J | 182,000 | D | — | Jun 17, 2024 | Class B Common Stock | 182,000 | 0 | D |
| Stock Option (right to buy)F13 | $11.46 | May 10, 2018 | J | 182,000 | A | — | Jun 17, 2024 | Class A Common Stock | 182,000 | 182,000 | D |
| Stock Option (right to buy)F14 | $14.31 | May 10, 2018 | J | 400,000 | D | — | Nov 5, 2025 | Class B Common Stock | 400,000 | 0 | D |
| Stock Option (right to buy)F14 | $14.31 | May 10, 2018 | J | 400,000 | A | — | Nov 5, 2025 | Class A Common Stock | 400,000 | 400,000 | D |
Explanation of responses
- F1Includes 52,800 RSUs that represent contingent rights to receive 52,800 shares of the Issuer's Class A Common Stock upon settlement and 4,040,229 shares of Class A Common Stock.
- F10The Company's Class B Common Stock automatically converted to Class A Common Stock on May 10, 2018, which is the date the Class B Common Stock ceased to represent at least 25% of the Issuer's outstanding common stock, as established in the Issuer's Amended and Restated Certificate of Incorporation.
- F11In connection with the conversion described in footnote (10), outstanding options to purchase Class B Common Stock issued under the Issuer's 2011 Executive Equity Incentive Plan and 2007 Stock Plan remain unchanged, except that they now represent a right to buy shares of the Issuer's Class A Common Stock.
- F12The option became fully vested and exercisable on October 11, 2015.
- F13The option became fully vested and exercisable on April 1, 2018.
- F141/8th of the shares subject to the option became vested and exercisable on May 1, 2017 and 1/96th of the shares subject to the option shall vest monthly thereafter for the next 36 months. 1/8th of the shares subject to the option became vested and exercisable on September 29, 2017 and 1/96th of the shares subject to the option vest monthly thereafter for the next 36 months.
- F2These shares are held of record by PG GRAT of 2016.
- F3The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 22, 2018.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.40 to $32.38. 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 ranges set forth in footnotes (4), (6) and (8) to this Form 4.
- F5Includes 52,800 RSUs that represent contingent rights to receive 52,800 shares of the Issuer's Class A Common Stock upon settlement and 4,033,529 shares of Class A Common Stock.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.41 to $32.81.
- F7Includes 52,800 RSUs that represent contingent rights to receive 52,800 shares of the Issuer's Class A Common Stock upon settlement and 4,028,629 shares of Class A Common Stock.
- F8The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $30.01 to $30.58.
- F9Includes 52,800 RSUs that represent contingent rights to receive 52,800 shares of the Issuer's Class A Common Stock upon settlement and 4,017,029 shares of Class A Common Stock.
Remarks
President and Chief Executive Officer