SEC Form 4 · accession 0001209191-17-010869
MINDBODY, Inc. · MB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kimberly Gail Lytikainen
Officer — Chief Legal Officer &Secretary
Period of report
Feb 10, 2017
Accepted (ET)
Feb 14, 2017 · 7:48 pm EST
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 | Feb 10, 2017 | C | 14,750 | $0.00 | A | 28,782 | D | |
| Class A Common StockF4,F2 | Feb 10, 2017 | S | 14,750 | $23.9049 | D | 14,032 | D | |
| Class A Common StockF2 | Feb 13, 2017 | C | 6,000 | $0.00 | A | 20,032 | D | |
| Class A Common StockF2 | Feb 13, 2017 | S | 6,000 | $24.75 | D | 14,032 | 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)F5 | $10.616 | Feb 10, 2017 | M | 14,750 | D | — | Sep 20, 2024 | Class B Common Stock | 14,750 | 107,750 | D |
| Class B Common StockF6 | — | Feb 10, 2017 | M | 14,750 | A | — | — | Class A Common Stock | 14,750 | 14,750 | D |
| Class B Common StockF6 | — | Feb 10, 2017 | C | 14,750 | D | — | — | Class A Common Stock | 14,750 | 0 | D |
| Employee Stock Option (Right to Buy)F5 | $10.616 | Feb 13, 2017 | M | 6,000 | D | — | Sep 20, 2024 | Class B Common Stock | 6,000 | 101,750 | D |
| Class B Common StockF6 | — | Feb 13, 2017 | M | 6,000 | A | — | — | Class A Common Stock | 6,000 | 6,000 | D |
| Class B Common StockF6 | — | Feb 13, 2017 | C | 6,000 | D | — | — | Class A Common Stock | 6,000 | 0 | D |
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 14,032 restricted stock units ("RSUs"), where 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 $23.60 to $24.40, 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.
- F525% of the shares subject to the option vested on July 7, 2015, and 2.0833% of the shares vest monthly thereafter.
- 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.