SEC Form 4 · accession 0001209191-18-027135
LogMeIn, Inc. · LOGM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Edward K. Herdiech
Officer — Chief Financial Officer
Period of report
May 1, 2018
Accepted (ET)
May 1, 2018 · 4:51 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,F2 | May 1, 2018 | S | 1,929 | $109.155 | D | 12,717 | D | |
| Common StockF1,F3 | May 1, 2018 | S | 7,611 | $110.1806 | D | 5,106 | D | |
| Common StockF1,F4 | May 1, 2018 | S | 715 | $110.7339 | D | 4,391 | 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 UnitsF5,F6 | — | May 1, 2018 | A | 8,556 | A | — | — | Common Stock | 8,556 | 8,556 | D |
| Performance RSUsF7,F8 | — | May 1, 2018 | A | 8,556 | A | — | — | Common Stock | 8,556 | 8,556 | D |
| Performance RSUsF7,F9 | — | May 1, 2018 | A | 8,556 | A | — | — | Common Stock | 8,556 | 8,556 | D |
Explanation of responses
- F1Sales made pursuant to a 10(b)5-1 plan adopted by the Reporting Person in accordance with Rule 10(b)5-1 of the Securities Exchange Act of 1934, as amended.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $108.65 to $109.60, inclusive. Upon the request of any security holder of the Issuer, or the staff of the Securities and Exchange Commission, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4 shall be provided.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $109.65 to $110.60, inclusive. Upon the request of any security holder of the Issuer, or the staff of the Securities and Exchange Commission, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4 shall be provided.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $110.65 to $110.95, inclusive. Upon the request of any security holder of the Issuer, or the staff of the Securities and Exchange Commission, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4 shall be provided.
- F5Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
- F6The 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 1, 2021. 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.
- F7Each Performance RSU represents a contingent right to receive one share of the Issuer's common stock; the number of Performance RSUs granted represents the maximum number of Performance RSUs that can be earned by the Reporting Person.
- F8The vesting of these Performance RSUs is tied to the achievement of a performance goal, which is measured as the total shareholder return, or TSR, realized by the Issuer's stockholders for the two-year performance period from May 1, 2018 to May 1, 2020 versus the TSR realized for that same period by the S&P North American Technology Software Index. The actual number of shares of the Issuer's common stock into which the Performance RSUs will convert will be calculated by multiplying the target number of Performance RSUs (4,278) by a percentage ranging from 0% to 200% based on the actual level at which the performance goal is attained. These Performance RSUs also provide for accelerated vesting in the event that the Reporting Person's employment is terminated in connection with an acquisition of the Issuer.
- F9The vesting of these Performance RSUs is tied to the achievement of a performance goal, which is measured as the total shareholder return, or TSR, realized by the Issuer's stockholders for the three-year performance period from May 1, 2018 to May 1, 2021 versus the TSR realized for that same period by the S&P North American Technology Software Index. The actual number of shares of the Issuer's common stock into which the Performance RSUs will convert will be calculated by multiplying the target number of Performance RSUs (4,278) by a percentage ranging from 0% to 200% based on the actual level at which the performance goal is attained. These Performance RSUs also provide for accelerated vesting in the event that the Reporting Person's employment is terminated in connection with an acquisition of the Issuer.