SEC Form 4 · accession 0001144204-15-039727
Pershing Gold Corp. · PGLC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen D. Alfers
Officer — CEO and President · Director
Period of report
Jun 28, 2015
Accepted (ET)
Jun 29, 2015 · 4:26 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001432196
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | $0.00 | Jun 28, 2015 | A | 300,000 | A | — | — | Common Stock | 300,000 | 300,000 | D |
| Restricted Stock UnitsF1,F3 | $0.00 | Jun 28, 2015 | A | 400,000 | A | — | — | Common Stock | 400,000 | 400,000 | D |
Explanation of responses
- F1The Reporting Person received the reported restricted stock units pursuant to a Restricted Stock Unit Grant Agreement dated June 28, 2015 (the "Agreement").
- F2Restricted stock units are subject to vesting upon the Reporting Person's continuous employment through December 31, 2018 and subject to acceleration of vesting upon the Reporting Person's termination of employment under certain circumstances set forth in the Agreement or upon a Change in Control (as defined in the Issuer's 2013 Equity Incentive Plan) of the Issuer. For each fully vested restricted stock unit, the Reporting Person will be entitled to receive one share of common stock upon vesting of such restricted stock units.
- F3Restricted stock units are subject to vesting upon the attainment of certain performance-based milestones set forth in the Agreement and subject to acceleration of vesting upon a Change in Control. For each fully vested restricted stock unit, the Reporting Person will be entitled to receive one share of common stock upon the earlier of December 31, 2018 or the Reporting Person's separation from service, death, or a certain change in control of the Issuer, all as set forth in the Agreement.