SEC Form 4 · accession 0001209191-16-113355

MINDBODY, Inc. · MB

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Robert John Murphy

Officer — Chief Operating Officer · Director · 10% Owner

Period of report

Apr 1, 2016

Accepted (ET)

Apr 5, 2016 · 9:00 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
Class A Common Stock^F2	Apr 1, 2016	C	8,885	$0.00	A	19,679	D
Class A Common Stock^F4,F2	Apr 1, 2016	S	8,885	$13.2097	D	10,794	D
Class A Common Stock^F5	Apr 1, 2016	C	1,715	$0.00	A	1,715	I	See footnote
Class A Common Stock^F4,F5	Apr 1, 2016	S	1,715	$13.2097	D	0	I	See footnote
Class A Common Stock^F2	Apr 4, 2016	C	11,734	$0.00	A	22,528	D
Class A Common Stock^F6,F2	Apr 4, 2016	S	11,734	$13.0866	D	10,794	D
Class A Common Stock^F5	Apr 4, 2016	C	2,266	$0.00	A	2,266	I	See footnote
Class A Common Stock^F6,F5	Apr 4, 2016	S	2,266	$13.0866	D	0	I	See footnote
Class A Common^F2	Apr 5, 2016	C	8,381	$0.00	A	19,175	D
Class A Common^F7,F2	Apr 5, 2016	S	8,381	$13.1078	D	10,794	D
Class A Common^F5	Apr 5, 2016	C	1,619	$0.00	A	1,619	I	See footnote
Class A Common^F7,F5	Apr 5, 2016	S	1,619	$13.1078	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 Stock (convertible into Class A Common Stock)^F8	—	Apr 1, 2016	C	8,885	D	—	—	Class A Common Stock	8,885	941,889	D
Class B Common Stock (convertible into Class A Common Stock)^F5,F8	—	Apr 1, 2016	C	1,715	D	—	—	Class A Common Stock	1,715	163,385	I
Class B Common Stock (convertible into Class A Common Stock)^F8	—	Apr 4, 2016	C	11,734	D	—	—	Class A Common Stock	11,734	930,155	D
Class B Common Stock (convertible into Class A Common Stock)^F5,F8	—	Apr 4, 2016	C	2,266	D	—	—	Class A Common Stock	2,266	161,119	I
Class B Common Stock (convertible into Class A Common Stock)^F8	—	Apr 5, 2016	C	8,381	D	—	—	Class A Common Stock	8,381	921,774	D
Class B Common Stock (convertible into Class A Common Stock)^F5,F8	—	Apr 5, 2016	C	1,619	D	—	—	Class A Common Stock	1,619	159,500	I
Class B Common Stock (convertible into Class A Common Stock)^F9,F8	—	holding	—	—	—	—	—	Class A Common Stock	13,750	13,750	I

Explanation of responses

F1Each share of Class A Common Stock was issued upon the conversion of one share of Class B Common Stock at the election of Reporting Person.
F2Includes 10,794 RSUs. Each RSU represents a contingent right to receive one share of the Issuer's Class A common stock upon settlement.
F3The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.00 to $13.31, inclusive. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F5The shares are held of record by the Robert John Murphy Family Trust, for which the Reporting Person's spouse serves as trustee.
F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.00 to $13.185, inclusive. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F7The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.01 to $13.24, inclusive. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F8Each 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.
F9The shares are held of record by the Reporting Person's spouse.