SEC Form 4 · accession 0001557593-16-000034
Guidewire Software, Inc. · GWRE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Priscilla Hung
Officer — Chief Administrative Officer
Period of report
Jan 13, 2016
Accepted (ET)
Jan 14, 2016 · 9:34 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 13, 2016 | M | 13,480 | $32.25 | A | 13,480 | D | |
| Common Stock | Jan 13, 2016 | M | 11,519 | $32.25 | A | 24,999 | D | |
| Common StockF2 | Jan 13, 2016 | S | 4,055 | $53.1692 | D | 20,944 | D | |
| Common StockF3 | Jan 13, 2016 | S | 7,288 | $53.6343 | D | 13,656 | D | |
| Common StockF4 | Jan 13, 2016 | S | 2,811 | $55.0061 | D | 10,845 | D | |
| Common StockF5 | Jan 13, 2016 | S | 5,599 | $55.8897 | D | 5,246 | D | |
| Common StockF6 | Jan 13, 2016 | S | 5,246 | $56.637 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Incentive Stock Option (right to buy)F7 | $32.25 | Jan 13, 2016 | M | 11,519 | D | — | Sep 5, 2022 | Common Stock | 11,519 | 2,756 | D |
| Non-Qualified Stock Option (right to buy)F7 | $32.25 | Jan 13, 2016 | M | 13,480 | D | — | Sep 5, 2022 | Common Stock | 13,480 | 2,245 | D |
Explanation of responses
- F1Automatic option exercise and same day sale pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 23, 2015.
- F2The sale price reported in column 4 of Table 1 represents the average sale price of the shares sold ranging from $52.40 to $53.39 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 $53.40 to $54.39 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 $54.40 to $55.39 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 $55.40 to $56.33 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 $56.40 to $56.92 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 September 5, 2012 are combined, they vest over four years as follows: 1/48 of the underlying shares vest monthly following the vesting commencement date of September 5, 2012, subject to the Reporting Person's continuous service.