SEC Form 4 · accession 0001540041-17-000012
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 3, 2017
Accepted (ET)
Apr 4, 2017 · 4:01 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 3, 2017 | M | 8,866 | $7.50 | A | 17,458 | D | |
| Common StockF2 | Apr 3, 2017 | S | 4,100 | $55.682 | D | 13,358 | D | |
| Common StockF3 | Apr 3, 2017 | S | 900 | $56.3685 | D | 12,458 | D | |
| Common StockF2 | Apr 3, 2017 | S | 3,100 | $55.691 | D | 9,358 | D | |
| Common StockF3 | Apr 3, 2017 | S | 766 | $56.3685 | D | 8,592 | D | |
| Common StockF2 | Apr 3, 2017 | S | 4,000 | $55.671 | D | 4,592 | D | |
| Common StockF3 | Apr 3, 2017 | S | 1,000 | $56.3667 | D | 3,592 | D | |
| Common StockF5 | Apr 3, 2017 | S | 900 | $55.6678 | D | 2,692 | D | |
| Common StockF6 | Apr 3, 2017 | S | 234 | $56.3736 | D | 2,458 | 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 | $7.50 | Apr 3, 2017 | M | 8,866 | D | — | Jul 21, 2021 | Common Stock | 8,866 | 22,878 | 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.
- F2The sale price reported in column 4 of Table 1 represents the average sale price of the shares sold ranging from $55.29 to $56.27 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 $56.30 to $56.43 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.
- F4Automatic sale pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on April 14, 2016.
- F5The sale price reported in column 4 of Table 1 represents the average sale price of the shares sold ranging from $55.29 to $56.24 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 $56.35 to $56.40 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.
- F7When 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.