SEC Form 4 · accession 0001567619-19-005029
CASTLIGHT HEALTH, INC. · CSLT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
M.P. Eric Chan
Officer — Chief Accounting Officer
Period of report
Feb 16, 2019
Accepted (ET)
Feb 20, 2019 · 6:19 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001433714
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class B Common Stock | Feb 16, 2019 | M | 4,687 | $0.00 | A | 19,577 | D | |
| Class B Common Stock | Feb 16, 2019 | M | 1,563 | $0.00 | A | 21,140 | D | |
| Class B Common StockF3,F4 | Feb 20, 2019 | S | 2,685 | $3.165 | D | 18,455 | 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 | $0.00 | Feb 16, 2019 | M | 4,687 | D | — | — | Class B Common Stock | 4,687 | 51,563 | D |
| Restricted Stock UnitsF5,F7 | $0.00 | Feb 16, 2019 | M | 1,563 | D | — | — | Class B Common Stock | 1,563 | 18,748 | D |
Explanation of responses
- F1Release and settlement of restricted stock units ("RSUs") granted to the Reporting Person on November 14, 2017, the grant of which was previously reported on a Form 4 by the Reporting Person.
- F2Release and settlement of RSUs granted to the Reporting Person on February 15, 2018, the grant of which was previously reported on a Form 4 by the Reporting Person.
- F3Represents the aggregate number of shares sold by the Reporting Person to cover taxes and fees due upon the release and settlement of the RSUs. The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes and fees.
- F4Represents the weighted average sales price per share. The shares sold at prices ranging from $3.12 to $3.23 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
- F5Each RSU represents a contingent right to receive 1 share of the Issuer's Class B common stock upon settlement for no consideration.
- F625% of the RSUs will vest on November 16, 2018 and the remainder will vest quarterly over three years thereafter in equal installments. Shares of the Issuer's Class B common stock will be delivered to the Reporting Person following vesting, at which time shares will be sold by the Reporting Person to cover any tax withholding obligations.
- F7The RSUs will vest in equal quarterly installments over four years, beginning on May 16, 2018. Shares of the Issuer's Class B common stock will be delivered to the Reporting Person following vesting, at which time shares will be sold by the Reporting Person to cover any tax withholding obligations.