SEC Form 4 · accession 0001490281-16-000094
Groupon, Inc. · GRPN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Brian Kayman
Officer — Interim CFO
Period of report
Feb 17, 2016
Accepted (ET)
Feb 19, 2016 · 7:37 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001490281
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Feb 17, 2016 | M | 16,563 | $0.00 | A | 288,715 | D | |
| Class A Common Stock | Feb 17, 2016 | F | 5,248 | $3.79 | D | 283,467 | D | |
| Class A Common Stock | holding | — | — | — | 43 | I | By Son |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F3 | — | Feb 17, 2016 | M | 16,563 | D | Feb 17, 2015 | — | Class A Common Stock | 16,563 | 132,500 | D |
Explanation of responses
- F1Shares withheld by the issuer to satisfy the mandatory tax withholding requirement upon vesting of restricted stock units. This is not an open market sale of securities.
- F2Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.
- F3The restricted stock units reported on this line will vest in equal increments on the 17th day of the second month of each calendar quarter through Feb. 17, 2018, subject to Mr. Kayman's continued employment with the Company through each vesting date.