SEC Form 4 · accession 0001209191-17-063035
MINDBODY, Inc. · MB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Bradford Lee Wills
Officer — Chief Strategy Officer
Period of report
Nov 28, 2017
Accepted (ET)
Nov 30, 2017 · 4:39 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 | Nov 28, 2017 | C | 49,000 | $0.00 | A | 72,388 | D | |
| Class A Common StockF3,F2 | Nov 28, 2017 | S | 49,000 | $33.767 | D | 23,388 | D | |
| Class A Common StockF2 | Nov 28, 2017 | C | 1,000 | $0.00 | A | 24,388 | D | |
| Class A Common StockF4,F2 | Nov 28, 2017 | S | 1,000 | $35.015 | D | 23,388 | 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 | $9.936 | Nov 28, 2017 | M | 8,072 | D | — | May 14, 2024 | Class B Common Stock | 8,072 | 2,866 | D |
| Employee Stock Option (Right to Buy)F6 | $10.616 | Nov 28, 2017 | M | 8,672 | D | — | Sep 20, 2024 | Class B Common Stock | 8,672 | 2,343 | D |
| Employee Stock Option (Right to Buy)F7 | $14.476 | Nov 28, 2017 | M | 17,187 | D | — | Feb 5, 2025 | Class B Common Stock | 17,187 | 7,813 | D |
| Employee Stock Option (Right to Buy)F8 | $14.496 | Nov 28, 2017 | M | 16,069 | D | — | May 22, 2025 | Class B Common Stock | 16,069 | 33,931 | D |
| Class B Common StockF9 | — | Nov 28, 2017 | M | 50,000 | A | — | — | Class A Common Stock | 50,000 | 50,000 | D |
| Class B Common StockF9 | — | Nov 28, 2017 | C | 50,000 | D | — | — | Class A Common Stock | 50,000 | 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 21,704 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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.375 to $34.25, 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.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.80 to $35.15, 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.
- F51/48 of the shares subject to the option vested on 6/14/2014, and 1/48 of the shares vest monthly thereafter.
- F61/48 of the shares subject to the option vested on 9/7/2014, and 1/48 of the shares vest monthly thereafter.
- F71/48 of the shares subject to the option vested on 3/5/2015, and 1/48 of the shares vest monthly thereafter.
- F81/48 of the shares subject to the option vested on 6/22/2015, and 1/48 of the shares vest monthly thereafter.
- F9Each 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.