SEC Form 4 · accession 0001209191-16-122970
LogMeIn, Inc. · LOGM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael K Simon
Director
Period of report
May 21, 2016
Accepted (ET)
May 24, 2016 · 5:02 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001420302
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 21, 2016 | M | 4,412 | — | A | 751,222 | D | |
| Common StockF1 | May 22, 2016 | M | 6,000 | — | A | 757,222 | D | |
| Common StockF2 | May 22, 2016 | M | 12,602 | — | A | 769,824 | D | |
| Common StockF3 | holding | — | — | — | 42,700 | I | The Simon Family Children's Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5,F1,F4 | — | May 21, 2016 | F | 3,921 | D | — | May 21, 2025 | Common Stock | 3,921 | 21,079 | D |
| Restricted Stock UnitsF6,F1,F4 | — | May 21, 2016 | M | 4,412 | D | — | May 21, 2025 | Common Stock | 4,412 | 16,667 | D |
| Restricted Stock UnitsF5,F1,F7 | — | May 22, 2016 | F | 5,333 | D | — | May 22, 2024 | Common Stock | 5,333 | 17,334 | D |
| Restricted Stock UnitsF6,F1,F7 | — | May 22, 2016 | M | 6,000 | D | — | May 22, 2024 | Common Stock | 6,000 | 11,334 | D |
| Performance RSUsF9,F2,F8 | — | May 22, 2016 | F | 11,198 | D | — | May 22, 2024 | Common Stock | 11,198 | 12,602 | D |
| Performance RSUsF2,F8 | — | May 22, 2016 | M | 12,602 | D | — | May 22, 2024 | Common Stock | 12,602 | 0 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
- F2Each performance-based restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
- F3The shares are held in a trust for the benefit of Mr. Simon's children. Mr. Simon is trustee of the trust.
- F4The restricted stock units vest in three equal installments over a three-year period commencing on the first anniversary of the date of grant so that 100% of the restricted stock units will be vested as of May 21, 2018. These restricted stock units also provide for accelerated vesting in the event that the Reporting Person's employment is terminated in connection with an acquisition of the Issuer.
- F5The shares of common stock underlying the restricted stock units reported as disposed herein were retained (but not issued) by the Issuer in satisfaction of tax withholding obligations associated with the vesting of such units.
- F6The restricted stock units reported as disposed herein were settled for shares of the Issuer's common stock.
- F7The restricted stock units vest in three equal installments over a three-year period commencing on the first anniversary of the date of grant so that 100% of the restricted stock units will be vested as of May 22, 2017. These restricted stock units also provide for accelerated vesting in the event that the Reporting Person's employment is terminated in connection with an acquisition of the Issuer.
- F8The vesting of these performance-based RSUs was tied to the Issuer's achievement of a total shareholder return, or TSR, performance goal, which was measured over a two-year performance period from May 1, 2014 to May 1, 2016, versus the TSR realized for the same period by the Russell 2000 Index. Based on the Issuer's TSR performance during this period, the shares awarded to the Reporting Person vested at 140% of the target amount.
- F9The shares of common stock underlying the performance-based restricted stock units reported as disposed herein were earned, but were retained (and not issued) by the Issuer in satisfaction of tax withholding obligations associated with the vesting of such units.