SEC Form 4 · accession 0001209191-16-118157
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
May 4, 2016
Accepted (ET)
May 6, 2016 · 4:54 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 StockF2 | May 4, 2016 | C | 29,000 | $0.00 | A | 39,794 | D | |
| Class A Common StockF4,F2 | May 4, 2016 | S | 29,000 | $15.0056 | D | 10,794 | D | |
| Class A Common StockF5 | May 4, 2016 | C | 5,600 | $0.00 | A | 5,600 | I | See footnote |
| Class A Common StockF4,F5 | May 4, 2016 | S | 5,600 | $15.0056 | 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)F6 | — | May 4, 2016 | C | 29,000 | D | — | — | Class A Common Stock | 29,000 | 892,774 | D |
| Class B Common Stock (convertible into Class A Common Stock)F5,F6 | — | May 4, 2016 | C | 5,600 | D | — | — | Class A Common Stock | 5,600 | 153,900 | I |
| Class B Common Stock (convertible into Class A Common Stock)F7,F6 | — | 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 $14.925 to $15.09, 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.
- F6Each 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.
- F7The shares are held of record by the Reporting Person's spouse.