SEC Form 4 · accession 0001491778-16-000302
Angie's List, Inc. · ANGI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
J Mark Howell
Officer — Chief Operating Officer
Period of report
Aug 27, 2016
Accepted (ET)
Aug 29, 2016 · 4:53 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001491778
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 27, 2016 | M | 37,091 | $0.00 | A | 94,531 | D | |
| Common StockF2 | Aug 27, 2016 | F | 11,740 | $10.00 | D | 82,791 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Units (RSU)F3,F4,F5 | — | Aug 27, 2016 | M | 37,091 | D | — | — | Common Stock | 37,091 | 32,826 | D |
Explanation of responses
- F1Reflects the gross number of shares of the Issuer's common stock, before tax, that were to be acquired upon settlement of the corresponding RSUs listed in Table II. Actual shares were issued net of shares withheld by the Issuer to cover the corresponding tax withholding obligation on behalf of the reporting person.
- F2Represents the number of shares of the Issuer's common stock required to be withheld by the Issuer on behalf of the reporting person to cover tax withholding obligations in connection with the vesting of the corresponding RSUs listed in Table II. This withholding is mandated by the Issuer's election of the "withhold to cover" option set forth under its Amended and Restated Omnibus Incentive Plan for the purposes of satisfying the tax obligations for RSU settlement transactions.
- F3Each 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.
- F4On February 27, 2015, Mr. Howell was granted 80,859 RSUs, 37,091 of which vested on August 27, 2016. The remaining 43,768 RSUs vest in four equal annual installments over a four-year period from the date of grant, 10,942 of which vested on February 27, 2016.
- F5There is no expiration date with respect to the RSUs granted. Units will either vest or be forfeited.