SEC Form 4 · accession 0001209191-17-067289
Global Eagle Entertainment Inc. · ENT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey A Leddy
Officer — Chief Executive Officer · Director
Period of report
Dec 21, 2017
Accepted (ET)
Dec 26, 2017 · 8:25 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001512077
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 21, 2017 | A | 2,194 | $0.00 | A | 11,284 | D | |
| Common StockF2 | Dec 21, 2017 | A | 200,000 | $0.00 | A | 211,284 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option Right to BuyF3 | $3.21 | Dec 21, 2017 | A | 5,029 | A | Dec 21, 2017 | Dec 21, 2024 | Common Stock | 5,029 | 5,029 | D |
| Stock Option Right to BuyF4 | $6.22 | Dec 21, 2017 | A | 650,000 | A | — | Dec 21, 2024 | Common Stock | 650,000 | 650,000 | D |
| Stock Option Right to BuyF5 | $6.22 | Dec 21, 2017 | A | 350,000 | A | Dec 21, 2017 | Dec 21, 2024 | Common Stock | 350,000 | 1,000,000 | D |
Explanation of responses
- F1These shares (which were granted as restricted stock units) were backlog "stub" grants for director service from January 1, 2017 through February 20, 2017 (the Reporting Person's last day of service as a non-employee director), and became fully vested on December 21, 2017 (the date of the Issuer's 2017 annual stockholders' meeting).
- F2These shares were granted as restricted stock units, and will vest in three equal annual installments on the first, second and third anniversary of the Reporting Person's employment commencement date (which was February 21, 2017), subject to continuous service on each vesting date.
- F3These stock options were backlog "stub" grants for director service from January 1, 2017 through February 20, 2017 (the Reporting Person's last day of service as a non-employee director), and were fully vested on December 21, 2017 (the date of the Issuer's 2017 annual stockholders' meeting).
- F4These stock options will vest in equal monthly installments during the three-year period commencing on February 21, 2017 (with the first installment vesting on March 21, 2017), subject to continuous service on each vesting date.
- F5These stock options became fully vested as of the Reporting Person's employment commencement date (which was February 21, 2017).
Remarks
The grants in this Form 4 are "backlog grants" promised to the Reporting Person earlier in 2017, the issuance of which was subject to stockholder approval of our new 2017 Omnibus Long-Term Incentive Plan. Our stockholders approved the new Plan on December 21, 2017. We described this grant in our Schedule 14A filed with the U.S. Securities and Exchange Commission on November 28, 2017.