SEC Form 4 · accession 0001179110-18-005359
2U, Inc. · TWOU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Christopher J Paucek
Officer — Chief Executive Officer · Director
Period of report
Apr 2, 2018
Accepted (ET)
Apr 3, 2018 · 9:04 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 | Apr 2, 2018 | F | 13,511 | $83.78 | D | 155,771 | D | |
| Common StockF1,F2 | Apr 2, 2018 | A | 31,238 | $0.00 | A | 187,009 | D | |
| Common StockF1,F3 | Apr 2, 2018 | A | 32,726 | $0.00 | A | 219,735 | 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)F4 | $84.03 | Apr 2, 2018 | A | 70,399 | A | — | Apr 2, 2028 | Common Stock | 70,399 | 70,399 | D |
| Employee Stock Option (right to buy)F5 | $84.03 | Apr 2, 2018 | A | 191,362 | A | — | Apr 2, 2028 | Common Stock | 191,362 | 191,362 | D |
Explanation of responses
- F1The security represents restricted stock units granted to the reporting person. Each restricted stock unit represents a contingent right to receive one share of common stock of the issuer.
- F2The restricted stock unit award will vest as to one-seventh of the underlying shares on each of April 1, 2019, 2020, 2021, 2022, 2023, 2024 and 2025, subject to the reporting person's continued service with the issuer as of the applicable vesting date.
- F3The restricted stock unit award will vest as to one-fourth of the underlying shares on each of April 1, 2019, 2020, 2021 and 2022, subject to the reporting person's continued service with the issuer as of the applicable vesting date.
- F4The option award will vest as follows: 25% of the underlying shares will vest on April 1, 2019, and the remaining 75% of the underlying shares will vest in equal monthly installments each month thereafter for 36 months, subject to the reporting person's continued service with the issuer as of the applicable vesting date.
- F5The option award will vest in equal monthly installments for 84 months, subject to the reporting person's continued service with the issuer as of the applicable vesting date.