SEC Form 4 · accession 0001491778-15-000143
Angie's List, Inc. · ANGI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott A Durchslag
Officer — President & CEO · Director
Period of report
Sep 8, 2015
Accepted (ET)
Sep 10, 2015 · 4:15 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001491778
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (right to buy)F1 | $5.21 | Sep 8, 2015 | A | 471,522 | A | — | Sep 8, 2025 | Common Stock | 471,522 | 471,522 | D |
| Restricted Stock Units (RSU)F2,F3,F4 | $0.00 | Sep 8, 2015 | A | 479,846 | A | — | — | Common Stock | 479,846 | 479,846 | D |
| Performance Restricted Stock Units (PRSU)F6,F5,F7,F8 | $0.00 | Sep 8, 2015 | A | 955,084 | A | — | — | Common Stock | 955,084 | 955,084 | D |
Explanation of responses
- F1The stock options vest in four equal annual installments beginning on September 8, 2016.
- F2Each RSU represents a contingent right to receive one share of the issuer's common stock upon settlement, and there is no exercise price associated with the RSUs.
- F3The RSUs vest such that one-fourth of the RSUs awarded vest on the first anniversary of the date of grant, and the remaining three-fourths of the RSUs awarded vest ratably on a quarterly basis over a three year period thereafter, contingent on continued employment on such vesting dates.
- F4There is no expiration date with respect to the RSUs granted. Units will either vest or be forfeited.
- F5Each PRSU represents a contingent right to receive one share of the issuer's common stock upon settlement, and there is no exercise price associated with the PRSUs.
- F6The PRSUs consist of four tranches with separate performance criteria. Each tranche, representing 238,771 PRSUs, is earned upon achievement of an average Company stock price over any 30 consecutive trading days that is (i) 40%, (ii) 70% (iii) 100% or (iv) 300%, respectively, above the stock price at market close on the date of grant.
- F7PRSUs earned prior to the first anniversary of the grant date vest one-half upon the first anniversary of the grant date, and the remaining one-half vest ratably on a quarterly basis over a one year period thereafter. PRSUs earned subsequent to the first anniversary of the grant date vest one-half upon achievement of the corresponding stock price target, and the remaining one-half vest ratably on a quarterly basis over a one year period thereafter, contingent on continued employment on such vesting dates.
- F8Each of the first three PRSU tranches, representing 716,313 total PRSUs, expires if the corresponding individual stock price targets are not achieved within a three year performance period following the date of grant. The fourth PRSU tranche, comprised of 238,771 PRSUs, expires if the corresponding stock price target is not achieved within a four year performance period following the date of grant. Once earned, there is no expiration date with respect to the PRSUs granted. Units will either vest or be forfeited.