SEC Form 4 · accession 0001209191-18-012145
MINDBODY, Inc. · MB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark Andrew Baker
Officer — Chief Revenue Officer
Period of report
Feb 20, 2018
Accepted (ET)
Feb 22, 2018 · 9:11 am 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 StockF1 | Feb 20, 2018 | A | 26,615 | $0.00 | A | 26,615 | D | |
| Class A Common StockF2 | holding | — | — | — | 300 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F3 | $33.45 | Feb 20, 2018 | A | 34,298 | A | — | Feb 20, 2028 | Class A Common Stock | 34,298 | 34,298 | D |
Explanation of responses
- F1The reported securities represent an award of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. Subject to the Reporting Person's continuing to be a Service Provider (as defined in the 2015 Equity Incentive Plan) through each applicable vesting date, the RSUs subject to the award will vest as follows: one-fourth (1/4th) of the RSUs will vest on February 20, 2019, and one-fourth (1/4th) of the RSUs will vest on each successive February 20 thereafter (or, if the 20th day of the month is not a market trading day, then the vesting date will be the first trading day following the 20th day of the month).
- F2Reflects shares held by The Mark and Michele Baker Living Trust dated 03/01/2017, of which the reporting person and his spouse are trustees.
- F3One-fourth (1/4th) of the shares subject to the option will vest on February 20, 2019, and one forty-eighth (1/48th) of the total shares subject to the option will vest monthly thereafter, subject to the Reporting Person continuing to be a Service Provider through each applicable vesting date.