SEC Form 4 · accession 0001509432-16-000166
RPX Corp · RPXC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John A Amster
Officer — Chief Executive Officer · Director
Period of report
May 12, 2016
Accepted (ET)
May 16, 2016 · 7:22 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001509432
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | $0.00 | May 12, 2016 | A | 88,782 | A | — | — | Common Stock | 88,782 | 88,782 | D |
| Performance UnitsF1,F3 | $0.00 | May 12, 2016 | A | 88,782 | A | — | — | Common Stock | 88,782 | 88,782 | D |
Explanation of responses
- F1Each restricted stock or performance unit represents a contingent right to receive one share of Issuer's common stock. The units were awarded at no cost to Reporting Person.
- F26.25% of the stock units subject to the award will vest on May 20, 2016 and 6.25% of the shares subject to the award will vest in equal quarterly installments thereafter, provided that Reporting Person remains in continuous service through each vest date. The quarterly vest dates are February 20, May 20, August 20 and November 20.
- F31/3 of the units will vest quarterly over approximately 4 years from the date on which the average closing price per share of the Company's common stock ("ACP") has been at or above $11.91 for any period of 90 consecutive calendar days ("90-day Period"); 1/3 of the units will vest quarterly over approximately 4 years from the date on which the ACP has been at or above $12.82 for any 90-day Period; 1/3 of the units will vest quarterly over approximately 4 years from the date on which the ACP has been at or above $13.74 for any 90-day Period. The vesting conditions will not be deemed to be satisfied until and unless the Company's Compensation Committee certifies they are satisfied, at which time the units will vest on the next established quarterly vest date following such certification. Reporting Person must remain in continuous service through each vest date.