SEC Form 3 · accession 0001209191-18-063007
LogMeIn, Inc. · LOGM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John Buel Bennett
Officer — SVP & GM, IAM
Period of report
Dec 6, 2018
Accepted (ET)
Dec 17, 2018 · 5:37 pm EST
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 Stock | holding | — | — | — | 774 | 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 UnitsF2,F1 | — | holding | — | — | — | — | — | Common Stock | 189 | — | D |
| Restricted Stock UnitsF2,F3 | — | holding | — | — | — | — | — | Common Stock | 1,120 | — | D |
| Restricted Stock UnitsF2,F4 | — | holding | — | — | — | — | — | Common Stock | 8,021 | — | D |
| Performance RSUsF6,F5 | — | holding | — | — | — | — | — | Common Stock | 1,336 | — | D |
| Performance RSUsF6,F7 | — | holding | — | — | — | — | — | Common Stock | 1,337 | — | D |
Explanation of responses
- F1Represents shares received upon vesting of a restricted stock unit award issued by the Issuer in substitution of a Citrix Systems, Inc. RSU award previously received by the Reporting Person, pursuant to the terms of the Agreement and Plan of Merger dated as of July 26, 2016, as amended, by and among the Issuer, Lithium Merger Sub, Inc., Citrix Systems, Inc. and GetGo, Inc.
- F2Each 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 June 1, 2020.
- F4The 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.
- F5The 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 (1,336) 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.
- F6Each 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.
- F7The 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 (1,337) 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.