SEC Form 4 · accession 0001209191-17-034987
LogMeIn, Inc. · LOGM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William Raymond Wagner
Officer — President & CEO · Director
Period of report
May 21, 2017
Accepted (ET)
May 24, 2017 · 4:41 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, 2017 | M | 882 | — | A | 46,085 | D | |
| Common StockF2 | May 21, 2017 | M | 15,885 | — | A | 61,970 | D | |
| Common StockF1 | May 22, 2017 | M | 2,118 | — | A | 64,088 | D | |
| Common StockF2 | May 22, 2017 | M | 6,354 | — | A | 70,442 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F1,F3 | — | May 21, 2017 | F | 785 | D | — | May 21, 2025 | Common Stock | 785 | 2,549 | D |
| Restricted Stock UnitsF5,F1,F3 | — | May 21, 2017 | M | 882 | D | — | May 21, 2025 | Common Stock | 882 | 1,667 | D |
| Performance RSUsF7,F2,F6 | — | May 21, 2017 | F | 14,115 | D | — | May 21, 2025 | Common Stock | 14,115 | 15,885 | D |
| Performance RSUsF8,F2,F6 | — | May 21, 2017 | M | 15,885 | D | — | May 21, 2025 | Common Stock | 15,885 | 0 | D |
| Restricted Stock UnitsF4,F1,F9 | — | May 22, 2017 | F | 1,882 | D | — | May 22, 2024 | Common Stock | 1,882 | 2,118 | D |
| Restricted Stock UnitsF1,F9 | — | May 22, 2017 | M | 2,118 | D | — | May 22, 2024 | Common Stock | 2,118 | 0 | D |
| Performance RSUsF7,F2,F10 | — | May 22, 2017 | F | 5,646 | D | — | May 22, 2024 | Common Stock | 5,646 | 6,354 | D |
| Performance RSUsF2,F10 | — | May 22, 2017 | M | 6,354 | D | — | May 22, 2024 | Common Stock | 6,354 | 0 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
- F10The 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 three-year performance period from May 1, 2014 to May 1, 2017, 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 200% of the target amount.
- F2Each performance-based restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
- F3The restricted stock units shall 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.
- F4The 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.
- F5The restricted stock units reported as disposed herein were settled for shares of the Issuer's common stock.
- F6The 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, 2015 to May 1, 2017, 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 200% of the target amount.
- F7The 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.
- F8The performance-based restricted stock units reported as disposed herein were settled for shares of the Issuer's common stock.
- F9The restricted stock units vested 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 were vested as of May 22, 2017. These restricted stock units also provided for accelerated vesting in the event that the Reporting Person's employment was terminated in connection with an acquisition of the Issuer.