SEC Form 4 · accession 0001209191-17-027612
Nimble Storage Inc · NMBL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Varun Mehta
Officer — Chief Strategy Officer · Director
Period of report
Apr 13, 2017
Accepted (ET)
Apr 19, 2017 · 9:48 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001452751
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 17, 2017 | G | 250,000 | $0.00 | D | 3,812,804 | I | See Footnote |
| Common StockF2,F3 | Apr 13, 2017 | A | 28,280 | $0.00 | A | 374,525 | D | |
| Common Stock | Apr 17, 2017 | U | 104 | $12.50 | D | 0 | D | |
| Common StockF1 | Apr 17, 2017 | U | 3,812,804 | $12.50 | D | 0 | I | See Footnote |
| Common StockF4 | Apr 17, 2017 | U | 600,000 | $12.50 | D | 0 | I | See Footnote |
| Common StockF5 | Apr 17, 2017 | U | 650,000 | $12.50 | D | 0 | I | See Footnote |
| Common StockF6 | Apr 17, 2017 | U | 600,000 | $12.50 | D | 0 | I | See Footnote |
| Common StockF7 | Apr 17, 2017 | U | 650,000 | $12.50 | D | 0 | I | See Footnote |
| Common StockF8,F9 | Apr 17, 2017 | D | 28,280 | — | D | 0 | D | |
| Common StockF10 | Apr 17, 2017 | D | 24,500 | — | D | 0 | D | |
| Common StockF11 | Apr 17, 2017 | D | 6,125 | — | D | 0 | D | |
| Common StockF10 | Apr 17, 2017 | D | 34,884 | — | D | 0 | D | |
| Common StockF12 | Apr 17, 2017 | D | 77,519 | — | D | 0 | D | |
| Common StockF11 | Apr 17, 2017 | D | 7,304 | — | D | 0 | D | |
| Common StockF11 | Apr 17, 2017 | D | 2,389 | — | D | 0 | D | |
| Common StockF13 | Apr 17, 2017 | D | 13,067 | — | D | 0 | D | |
| Common StockF14 | Apr 17, 2017 | D | 40,001 | — | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F15 | $3.74 | Apr 17, 2017 | D | 200,000 | D | — | Feb 25, 2023 | Common Stock | 200,000 | 0 | D |
Explanation of responses
- F1Held directly by The Mehta Family Trust U/A Dated 11/06/2006. The reporting person has shared voting and investment control over these shares.
- F10This RSU, which provided for vesting in eight equal installments, were assumed by HPE in the Merger and will be replaced with a number of shares of HPE common stock to be determined.
- F11This RSU, which provided for vesting in four equal installments, were assumed by HPE in the Merger and will be replaced with a number of shares of HPE common stock to be determined.
- F12This RSU, which provided for vesting in two equal installments, were assumed by HPE in the Merger and will be replaced with a number of shares of HPE common stock to be determined.
- F13This RSU, which provided for vesting in three equal installments, were assumed by HPE in the Merger and will be replaced with a number of shares of HPE common stock to be determined.
- F14This RSU, which provided for vesting in six equal installments, were assumed by HPE in the Merger and will be replaced with a number of shares of HPE common stock to be determined.
- F15This option, which is fully vested, was canceled in the Merger in exchange for a cash payment of $1,752,000.00, representing the difference between the exercise price of the option and $12.50 per share.
- F2Each restricted stock unit ("RSU") represents a right to receive one share of the Issuer's common stock upon settlement.
- F3One-half (1/2) of the performance RSUs will vest immediately and the remaining one-half (1/2) of the shares will vest in equal installments on March 10, 2018 and March 10, 2019.
- F4Held directly by The Jai Vir Mehta 2012 GST Trust. The reporting person has shared voting and investment control over these shares.
- F5Held directly by The Jai Vir Mehta Trust. The reporting person has shared voting and investment control over these shares.
- F6Held directly by The Kimaya Jia Mehta 2012 GST Trust. The reporting person has shared voting and investment control over these shares.
- F7Held directly by The Kimaya Jia Mehta Trust. The reporting person has shared voting and investment control over these shares.
- F811,416 shares issued pursuant to this RSU, which are fully vested, were canceled in exchange for a cash payment of $142,700.00, representing $12.50 per share pursuant to the merger agreement between issuer and Hewlett Packard Enterprise Company, a Delaware corporation ("HPE") and Nebraska Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of HPE (the "Merger") on the effective date of the Merger.
- F916,864 shares issued pursuant to this RSU, which provided for vesting in two equal installments, were assumed by HPE in the Merger and will be replaced with a number of shares of HPE common stock to be determined.