SEC Form 4 · accession 0001609633-15-000022
Guidewire Software, Inc. · GWRE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Polelle
Officer — Chief Delivery Officer
Period of report
Nov 16, 2015
Accepted (ET)
Nov 18, 2015 · 5:58 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 | Nov 16, 2015 | M | 71 | $36.54 | A | 71 | D | |
| Common StockF2 | Nov 16, 2015 | S | 71 | $56.6602 | D | 0 | D | |
| Common Stock | Nov 16, 2015 | M | 137 | $36.54 | A | 137 | D | |
| Common StockF2 | Nov 16, 2015 | S | 137 | $56.6602 | 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 | $36.54 | Nov 16, 2015 | M | 137 | D | — | Jun 4, 2024 | Common Stock | 137 | 5,971 | D |
| Non-Qualified Stock Option (right to buy)F3 | $36.54 | Nov 16, 2015 | M | 71 | D | — | Jun 4, 2024 | Common Stock | 71 | 72 | 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 January 9, 2015.
- F2The sale price reported in column 4 of Table 1 represents the average sale price of the shares sold ranging from $56.38 to $57.04 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 June 4, 2014 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 April 14, 2014 and an additional 1/48th of the underlying shares vest monthly thereafter.