SEC Form 4 · accession 0001340922-17-000027
Guidewire Software, Inc. · GWRE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Craig Conway
Director
Period of report
Dec 15, 2017
Accepted (ET)
Dec 18, 2017 · 8:29 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001528396
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Dec 15, 2017 | M | 11 | $35.00 | A | 10,904 | D | |
| Common Stock | Dec 15, 2017 | M | 289 | $45.80 | A | 11,193 | D | |
| Common Stock | Dec 15, 2017 | S | 300 | $73.49 | D | 10,893 | D | |
| Common Stock | Dec 15, 2017 | S | 300 | $73.49 | D | 10,593 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (right to buy)F3 | $35.00 | Dec 15, 2017 | M | 11 | D | — | Mar 27, 2022 | Common Stock | 11 | 0 | D |
| Non-Qualified Stock Option (right to buy)F4 | $45.80 | Dec 15, 2017 | M | 289 | D | — | Dec 5, 2023 | Common Stock | 289 | 4,019 | D |
Explanation of responses
- F1Automatic option exercise and same day sale pursuant to a 10b5-1 trading plan adopted by the Reporting Person on January 12, 2017.
- F2Automatic sale pursuant to a 10b5-1 trading plan adopted by the Reporting Person on January 12, 2017.
- F3The option shall become vested and exercisable with respect to 100% of the shares on December 1, 2012, subject to the Reporting Person's continued service as a Director on such date.
- F4These stock options vest over 12 months of continuous service as follows: 1/12th of the underlying options vest monthly following the vesting commencement date of December 5, 2013. However, if the Reporting Person's term of board service ends at the next annual meeting of stockholders and the Reporting Person does not stand for reelection but remains in service through such annual meeting of stockholders, then the Reporting Person shall vest in all underlying options at the time of the next annual shareholder meeting if such meeting occurs before December 5, 2014.