SEC Form 4 · accession 0001209191-15-056050
MINDBODY, Inc. · MB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Chet Ian Brandenburg
Officer — Chief Product Officer
Period of report
Jun 24, 2015
Accepted (ET)
Jun 24, 2015 · 7:12 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001458962
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jun 24, 2015 | J | 303,837 | — | D | 0 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1,F3,F2 | — | Jun 24, 2015 | J | 303,837 | A | — | — | Class A Common Stock | 303,837 | 303,837 | I |
| Employee Stock Option (right to buy)F4,F1 | $1.392 | Jun 24, 2015 | J | 18,750 | D | — | Nov 15, 2021 | Common Stock | 18,750 | 0 | D |
| Employee Stock Option (right to buy)F4,F1,F3 | $1.392 | Jun 24, 2015 | J | 18,750 | A | — | Nov 15, 2021 | Class B Common Stock | 18,750 | 18,750 | D |
| Employee Stock Option (right to buy)F5,F1 | $7.708 | Jun 24, 2015 | J | 14,750 | D | — | Jun 23, 2023 | Common Stock | 14,750 | 0 | D |
| Employee Stock Option (right to buy)F5,F1,F3 | $7.708 | Jun 24, 2015 | J | 14,750 | A | — | Jun 23, 2023 | Class B Common Stock | 14,750 | 14,750 | D |
| Employee Stock Option (right to buy)F6,F1 | $11.52 | Jun 24, 2015 | J | 12,500 | D | — | Feb 6, 2024 | Common Stock | 12,500 | 0 | D |
| Employee Stock Option (right to buy)F6,F1,F3 | $11.52 | Jun 24, 2015 | J | 12,500 | A | — | Feb 6, 2024 | Class B Common Stock | 12,500 | 12,500 | D |
| Employee Stock Option (right to buy)F7,F1 | $9.936 | Jun 24, 2015 | J | 25,000 | D | — | May 14, 2024 | Common Stock | 25,000 | 0 | D |
| Employee Stock Option (right to buy)F7,F1,F3 | $9.936 | Jun 24, 2015 | J | 25,000 | A | — | May 14, 2024 | Class B Common Stock | 25,000 | 25,000 | D |
| Employee Stock Option (right to buy)F8,F1 | $14.476 | Jun 24, 2015 | J | 25,000 | D | — | Feb 5, 2025 | Common Stock | 25,000 | 0 | D |
| Employee Stock Option (right to buy)F8,F1,F3 | $14.476 | Jun 24, 2015 | J | 25,000 | A | — | Feb 5, 2025 | Class B Common Stock | 25,000 | 25,000 | D |
| Employee Stock Option (right to buy)F9,F1 | $14.496 | Jun 24, 2015 | J | 62,500 | D | — | May 22, 2025 | Common Stock | 62,500 | 0 | D |
| Employee Stock Option (right to buy)F9,F1,F3 | $14.496 | Jun 24, 2015 | J | 62,500 | A | — | May 22, 2025 | Class B Common Stock | 62,500 | 62,500 | D |
Explanation of responses
- F1Immediately prior to the closing of the Issuer's initial public offering, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
- F2The shares are held of record by the Reporting Person and the Reporting Person's spouse as trustees of the Brandenburg Family Trust dated January 9, 2014.
- F3Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder and has no expiration date.
- F425% of the shares subject to the option vested on November 15, 2012, and 2.0833% of the shares vest monthly thereafter.
- F525% of the shares subject to the option vested on June 27, 2014, and 2.0833% of the shares vest monthly thereafter.
- F61/48 of the shares subject to the option vested on February 1, 2014, and 1/48 of the shares vest monthly thereafter.
- F71/48 of the shares subject to the option vested on June 14, 2014, and 1/48 of the shares vest monthly thereafter.
- F81/48 of the shares subject to the option vested on March 5, 2015, and 1/48 of the shares vest monthly thereafter.
- F91/48 of the shares subject to the option vest on June 22, 2015, and 1/48 of the shares vest monthly thereafter.