SEC Form 4 · accession 0001104659-15-069193
2U, Inc. · TWOU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeff C Rinehart
Officer — Chief Marketing Officer
Period of report
Oct 1, 2015
Accepted (ET)
Oct 5, 2015 · 9:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001459417
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Oct 1, 2015 | M | 10,000 | $2.86 | A | 48,295 | D | |
| Common StockF2 | Oct 1, 2015 | S | 3,142 | $32.01 | D | 45,153 | D | |
| Common StockF3 | Oct 1, 2015 | S | 4,600 | $33.38 | D | 40,553 | D | |
| Common StockF4 | Oct 1, 2015 | S | 1,958 | $34.21 | D | 38,595 | D | |
| Common StockF5 | Oct 1, 2015 | S | 300 | $35.55 | D | 38,295 | 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)F6 | $2.86 | Oct 1, 2015 | M | 10,000 | D | — | Feb 23, 2021 | Common Stock | 10,000 | 120,200 | D |
Explanation of responses
- F1The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 12, 2015.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.50 to $32.40, inclusive. The reporting person undertakes to provide to 2U, Inc., any security holder of 2U, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2), (3), (4), and (5) to this Form 4.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.93 to $33.91, inclusive.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.94 to $34.92, inclusive.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.23 to $35.72, inclusive.
- F6The shares underlying this option are fully vested.