SEC Form 4 · accession 0001249155-17-000068
S&W Seed Co · SANW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Dennis Charles Jury
Officer — EVP Operations and COO
Period of report
Sep 18, 2017
Accepted (ET)
Sep 20, 2017 · 8:56 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 | — | Sep 18, 2017 | A | 3,025 | A | Oct 1, 2017 | — | Common Stock | 3,025 | 3,025 | D |
| Employee Stock Options (right to buy)F3,F4 | $3.10 | Sep 18, 2017 | A | 7,443 | A | Oct 1, 2017 | Sep 18, 2027 | Common Stock | 7,443 | 7,443 | D |
Explanation of responses
- F1Each restricted stock unit ("RSU") represents the contingent right to receive one share of common stock upon vesting of that RSU. The closing price of the Issuer's common stock on the date of this RSU award was $3.10.
- F2The RSUs vest quarterly over three years on the first day of each fiscal quarter, commencing on October 1, 2017 and continuing thereafter on the first day of each succeeding fiscal quarter through and including July 1, 2020, subject to continued service with the Issuer on each respective vesting date. Of the quarterly vesting installments, 11 will vest an aggregate of 252 RSUs, and the 12th installment will vest an aggregate of 253 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 2009 Equity Incentive Plan.
- F4The options vest in 12 quarterly installments over three years, commencing on October 1, 2017 and continuing thereafter on the first day of each succeeding fiscal quarter to and including July 1, 2020, subject to continued service with the Issuer on each respective vesting date. Of the quarterly installments, 11 will vest an aggregate of 620 options, and the 12th installment will vest an aggregate of 623 options.