SEC Form 4 · accession 0001540041-16-000035
Guidewire Software, Inc. · GWRE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Marcus Ryu
Officer — CEO and President · Director
Period of report
Apr 7, 2016
Accepted (ET)
Apr 11, 2016 · 4:47 pm EDT
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 | Apr 7, 2016 | M | 20,000 | $8.65 | A | 38,900 | D | |
| Common StockF2 | Apr 7, 2016 | S | 9,400 | $53.5074 | D | 29,500 | D | |
| Common StockF3 | Apr 7, 2016 | S | 600 | $54.1633 | D | 28,900 | D | |
| Common StockF4 | Apr 7, 2016 | S | 4,900 | $53.4876 | D | 24,000 | D | |
| Common Stock | Apr 7, 2016 | S | 100 | $54.14 | D | 23,900 | D | |
| Common StockF5 | Apr 7, 2016 | S | 4,500 | $53.5003 | D | 19,400 | D | |
| Common StockF6 | Apr 7, 2016 | S | 500 | $54.172 | D | 18,900 | 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)F7 | $8.65 | Apr 7, 2016 | M | 20,000 | D | — | Sep 14, 2021 | Common Stock | 20,000 | 13,186 | D |
Explanation of responses
- F1Automatic stock option exercise and same-day sale pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 14, 2015.
- F2The sale price reported in column 4 of Table 1 represents the average sale price of the shares sold ranging from $53.14 to $54.06 per share. The Reporting Person will provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F3The sale price reported in column 4 of Table 1 represents the average sale price of the shares sold ranging from $54.14 to $54.20 per share. The Reporting Person will provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F4The sale price reported in column 4 of Table 1 represents the average sale price of the shares sold ranging from $53.14 to $53.95 per share. The Reporting Person will provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F5The sale price reported in column 4 of Table 1 represents the average sale price of the shares sold ranging from $53.14 to $53.91 per share. The Reporting Person will provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F6The sale price reported in column 4 of Table 1 represents the average sale price of the shares sold ranging from $54.14 to $54.18 per share. The Reporting Person will provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F7This Stock Option vests as follows: 50% of the shares vest on September 14, 2013 and the remaining 50% vests monthly over the next two years, as long as the Reporting Person provides continuous service as the Issuer's chief executive officer.