SEC Form 4 · accession 0001249155-15-000024
S&W Seed Co · SANW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark S Grewal
Officer — President and CEO · Director
Period of report
Jul 15, 2015
Accepted (ET)
Jul 16, 2015 · 8:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001477246
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F1,F2 | — | Jul 15, 2015 | A | 25,000 | A | — | — | Common Stock | 25,000 | 25,000 | D |
| Employee stock option (right to buy)F3,F4 | $4.76 | Jul 15, 2015 | A | 70,000 | A | Oct 1, 2015 | Jul 15, 2025 | Common Stock | 70,000 | 70,000 | D |
Explanation of responses
- F1Each restricted stock unit ("RSU") represents the contingent right to receive one share of common stock upon vesting of the RSU.
- F2The RSUs vest on the following schedule, assuming continued service with the Issuer on each vesting date: (i) 15% (3,750 RSUs) vest on October 1, 2015; and (ii) the remaining 85% (21,250 RSUs) vest in 11 quarterly installments on the first day of each fiscal quarter, commencing on January 1, 2016 and continuing thereafter on the first day of each succeeding fiscal quarter through and including July 1, 2018. Of the quarterly vesting installments, 10 will vest an aggregate of 1,931 RSUs and the 11th installment will vest an aggregate of 1,940 RSUs. Vested shares will be delivered to the reporting person on the settlement date unless the Issuer elects to settle the RSUs in cash, in the Issuer's sole discretion.
- F3The RSUs and options were granted pursuant to the Issuer's Amended and Restated 2006 Equity Incentive Plan.
- F4The options vest in 12 quarterly installments over three years, commencing on October 1, 2015 and continuing thereafter of the first day of each succeeding fiscal quarter (January 1, April 1, July 1 and October 1) to and including 1, 2018, assuming continued service with the Issuer on each vesting date.