SEC Form 4 · accession 0001490660-15-000047
Marketo, Inc. · MKTO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Phillip M Fernandez
Officer — President, CEO & Chairman · Director
Period of report
Feb 26, 2015
Accepted (ET)
Mar 2, 2015 · 7:12 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001490660
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 24, 2015 | G | 11,270 | $0.00 | D | 132,220 | D | |
| Common Stock | Feb 26, 2015 | M | 6,000 | $4.56 | A | 138,220 | D | |
| Common StockF3 | Feb 26, 2015 | S | 6,000 | $28.1676 | D | 132,220 | D | |
| Common Stock | Feb 27, 2015 | M | 6,000 | $4.56 | A | 138,220 | D | |
| Common StockF4 | Feb 27, 2015 | S | 6,000 | $28.1395 | D | 132,220 | D | |
| Common StockF1,F5 | Feb 24, 2015 | G | 11,270 | $0.00 | A | 11,270 | I | by Trust2 |
| Common StockF6 | holding | — | — | — | 310,214 | I | by Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (right to buy)F7 | $4.56 | Feb 26, 2015 | M | 6,000 | D | — | Apr 30, 2022 | Common Stock | 6,000 | 658,000 | D |
| Non-Qualified Stock Option (right to buy)F7 | $4.56 | Feb 27, 2015 | M | 6,000 | D | — | Apr 30, 2022 | Common Stock | 6,000 | 652,000 | D |
Explanation of responses
- F1Shares transferred for no consideration to the Fernandez-Sternbergh Joint Revocable Trust dated January 10, 2014 for which the reporting person serves as trustee.
- F2The shares were sold pursuant to Mr. Fernandez's 10b5-1 Plan entered into on August 27, 2014.
- F3This transaction was executed in multiple trades at prices ranging from $27.72 to $28.50. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F4This transaction was executed in multiple trades at prices ranging from $27.94 to $28.26. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F5The shares are held directly by the Fernandez-Sternbergh Joint Revocable Trust dated January 10, 2014 for which the reporting person serves as trustee.
- F6The shares are held directly by the Phillip M. Fernandez Living Trust dated August 4, 2010 for which the reporting person serves as trustee.
- F7The option is subject to an early exercise provision and is immediately exercisable. One-fourth of the shares subject to the option vested on May 1, 2013 and one forty-eighth of the shares vest monthly thereafter.