SEC Form 4 · accession 0000905718-15-000771
Diligent Corp · DIL.NZ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael James Stanton
Officer — Chief Financial Officer/EVP
Period of report
Sep 8, 2015
Accepted (ET)
Sep 10, 2015 · 5:13 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001433269
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Sep 8, 2015 | A | 120,000 | $0.00 | A | 120,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F2 | $3.10 | Sep 8, 2015 | A | 240,000 | A | — | Sep 8, 2025 | Common Stock | 240,000 | 240,000 | D |
Explanation of responses
- F1The award represents a grant of 120,000 restricted stock units ("RSUs") pursuant to the employment agreement between the reporting person and the issuer. Subject to the terms of the RSU grant agreement, the RSUs vest in four equal installments, with each installment vesting on each anniversary of the reporting person's employment beginning on September 8, 2016, subject in each case to Mr. Stanton's continued employment as of such dates. Each RSU will automatically convert into one share of common stock on the date that it becomes vested.
- F2The option award is made pursuant to the employment agreement between the reporting person and the issuer. Subject to the terms of the option grant agreement, the award vests in four equal installments with each installment vesting on each anniversary of the reporting person's employment beginning on September 8, 2016, subject in each case to Mr. Stanton's continued employment as of such dates.