SEC Form 4 · accession 0001540041-17-000002
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
Jan 3, 2017
Accepted (ET)
Jan 5, 2017 · 4:06 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 | Jan 3, 2017 | M | 3,853 | $7.50 | A | 11,230 | D | |
| Common Stock | Jan 3, 2017 | S | 3,853 | $50.00 | D | 7,377 | D | |
| Common Stock | Jan 3, 2017 | S | 1,147 | $50.00 | D | 6,230 | D | |
| Common StockF3 | Jan 3, 2017 | S | 5,000 | $49.9249 | D | 1,230 | 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)F4 | $7.50 | Jan 3, 2017 | M | 3,853 | D | — | Jul 21, 2021 | Common Stock | 3,853 | 61,744 | 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, 2016.
- F2Automatic same-day sale pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 14, 2016.
- F3The sale price reported in column 4 of Table 1 represents the average sale price of the shares sold ranging from $49.39 to $50.08 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.
- F4When both ISO and NQ Stock Options granted on July 21, 2011 are combined, they vest over four years of continuous service as follows: 1/48th of the underlying shares vest monthly following the vesting commencement date of July 21, 2011.