SEC Form 4 · accession 0001123292-15-000403
Walker & Dunlop, Inc. · WD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen P Theobald
Officer — EVP, CFO & Treasurer
Period of report
Feb 15, 2015
Accepted (ET)
Feb 18, 2015 · 4:30 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001497770
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 15, 2015 | A | 17,943 | $0.00 | A | 73,363 | D | |
| Common StockF2 | Feb 15, 2015 | F | 1,420 | $16.72 | D | 71,943 | D |
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)F3 | $16.72 | Feb 15, 2015 | A | 16,949 | A | — | Feb 15, 2025 | Common Stock | 16,949 | 16,949 | D |
| Deferred Stock UnitsF4,F5 | — | Feb 15, 2015 | A | 8,970 | A | — | — | Common Stock | 8,970 | 8,970 | D |
Explanation of responses
- F1Walker & Dunlop, Inc. (the "Company") granted these shares of restricted common stock to the reporting person, vesting ratably in three annual installments, approximately 1/3 on each anniversary date of grant over the next three years, under the Company's 2010 Equity Incentive Plan, as amended.
- F2Represents shares of common stock withheld pursuant to the Walker & Dunlop, Inc. 2010 Equity Incentive Plan, as amended to satisfy Mr. Theobald's tax obligation upon the vesting of restricted stock on February 15, 2015.
- F3The stock options were granted pursuant to the 2010 Equity Incentive Plan, as amended. The stock options vest ratably in three annual installments, approximately 1/3 on each anniversary date of grant over the next three years.
- F4Each deferred stock unit represents the right to receive one share of common stock of the Company.
- F5The deferred stock units vest 5,980 units on the grant date, February 15, 2015, and 2,990 units on the three-year anniversary of the grant date, February 15, 2018, subject to vesting acceleration pursuant to the Company's Management Stock Purchase Plan (the "Plan"). The deferred stock units will be settled in shares of the Company's common stock either (i) on a date selected by the reporting person pursuant to the Plan, or (ii) as otherwise provided in the Plan.