SEC Form 4 · accession 0001593806-15-000008
Guidewire Software, Inc. · GWRE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott Roza
Officer — Chief Customer Officer
Period of report
Jul 9, 2015
Accepted (ET)
Jul 13, 2015 · 6:23 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 | 3,274 | $45.80 | A | 4,074 | D | |
| Common Stock | Jul 9, 2015 | M | 11,569 | $45.80 | A | 15,643 | D | |
| Common StockF2 | Jul 9, 2015 | S | 11,777 | $55.5659 | D | 3,866 | D | |
| Common StockF3 | Jul 9, 2015 | S | 3,066 | $56.1516 | D | 800 | D | |
| Common Stock | holding | — | — | — | 500 | I | by Spouse |
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)F4 | $45.80 | Jul 9, 2015 | M | 3,274 | D | — | Dec 5, 2023 | Common Stock | 3,274 | 5,458 | D |
| Non-Qualified Stock Option (right to buy)F4 | $45.80 | Jul 9, 2015 | M | 11,569 | D | — | Dec 5, 2023 | Common Stock | 11,569 | 17,199 | D |
Explanation of responses
- F1Automatic option exercise and sale pursuant to a 10b5-1 trading plan adopted by the Reporting Person on October 10, 2014.
- F2The sale price reported in column 4 of Table 1 represents the average sale price of the shares sold ranging from $55.00 to $55.96 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 $56.04 to $56.38 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 December 5, 2013 are combined, they vest over four years of continuous service as follows: 1/4th of the underlying shares vest on the one year anniversary of the vesting commencement date of November 15, 2013 and an additional 1/48th of the underlying shares vest monthly thereafter.