SEC Form 4 · accession 0001586253-15-000023
Guidewire Software, Inc. · GWRE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James Winston King
Officer — General Counsel and Secretary
Period of report
Jul 9, 2015
Accepted (ET)
Jul 13, 2015 · 7:03 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 | Jul 9, 2015 | M | 292 | $46.77 | A | 292 | D | |
| Common Stock | Jul 9, 2015 | M | 125 | $46.77 | A | 417 | D | |
| Common Stock | Jul 9, 2015 | M | 521 | $45.27 | A | 938 | D | |
| Common StockF2 | Jul 9, 2015 | S | 521 | $55.4168 | D | 417 | D | |
| Common Stock | Jul 9, 2015 | S | 417 | $56.77 | 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)F3 | $46.77 | Jul 9, 2015 | M | 125 | D | — | Sep 13, 2023 | Common Stock | 125 | 375 | D |
| Non-Qualified Stock Option (right to buy)F4 | $45.27 | Jul 9, 2015 | M | 521 | D | — | Sep 4, 2024 | Common Stock | 521 | 1,771 | D |
| Non-Qualified Stock Option (right to buy)F3 | $46.77 | Jul 9, 2015 | M | 292 | D | — | Sep 13, 2023 | Common Stock | 292 | 1,208 | 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 December 12, 2013 and amended October 9, 2014.
- F2The sale price reported in column 4 of Table 1 represents the average sale price of the shares sold ranging from $55.27 to $55.53 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
- F3When both ISO and NQ Stock Options granted on September 13, 2013 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 September 13, 2013.
- F4When both ISO and NQ Stock Options granted on September 4, 2014 are combined, they vest over four years as follows: 1/48 of the underlying shares vest monthly following the vesting commencement date of September 4, 2014, subject to the Reporting Person's continuous service.