SEC Form 4 · accession 0001209191-16-099570
Gigamon Inc. · GIMO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Shehzad Merchant
Officer — Chief Technology Officer
Period of report
Feb 15, 2016
Accepted (ET)
Feb 17, 2016 · 8:08 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001484504
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 15, 2016 | F | 2,047 | $22.54 | D | 57,223 | D | |
| Common StockF2 | Feb 16, 2016 | A | 20,000 | $0.00 | A | 77,223 | D | |
| Common StockF3,F4 | Feb 16, 2016 | A | 491 | $0.00 | A | 79,214 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance-Based Restricted Stock UnitsF5 | $0.00 | Feb 16, 2016 | A | 20,000 | A | — | — | Common Stock | 20,000 | 20,000 | D |
Explanation of responses
- F1The reported shares were withheld to cover the Reporting Person's tax liability in connection with the vesting of restricted stock units.
- F2The reported securities represent RSUs, 1/16th of which shall vest on May 15, 2016 and 1/16th of which shall vest on the 15th of each of August, November, February and May thereafter.
- F3The reported securities represent RSUs, 1/8th of which shall vest on May 15, 2016 and 1/8th of which shall vest on the 15th of each of August, November, February and May thereafter.
- F4Includes 1,500 shares acquired by the Reporting Person under the Issuer's 2013 Employee Stock Purchase Plan on February 16, 2016.
- F5Each performance-based restricted stock unit, or PRSU, represents the contingent right to receive one share of GIMO common stock, and will be eligible to vest based on the achievement of certain performance metrics for 2016. The reported PRSUs reflect the target number and the Reporting Person may ultimately receive up to 200% of the target number. Any shares eligible to vest shall vest on February 15, 2017 as to 1/4th upon determination of achievement, with 1/16th of the remaining shares to vest on the 15th of each of May, August, November and February thereafter.