SEC Form 4 · accession 0001609633-18-000008
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
Mar 19, 2018
Accepted (ET)
Mar 21, 2018 · 5:29 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 | Mar 19, 2018 | S | 1,382 | $83.9946 | D | 4,963 | D | |
| Common Stock | Mar 19, 2018 | M | 208 | $36.54 | A | 5,171 | D | |
| Common Stock | Mar 19, 2018 | S | 208 | $84.41 | D | 4,963 | D | |
| Common StockF4 | Mar 20, 2018 | S | 1,343 | $84.303 | D | 3,620 | 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)F5 | $36.54 | Mar 19, 2018 | M | 208 | D | — | Jun 4, 2024 | Common Stock | 208 | 209 | D |
Explanation of responses
- F1Shares sold by Issuer to cover taxes associated with settlement of Restricted Stock Units.
- F2Automatic option exercise and sale pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 22, 2016 and amended June 30, 2017.
- F3Automatic sale pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 22, 2016 and amended June 30, 2017.
- F4The sale price reported in column 4 of Table 1 represents the average sale price of the shares sold ranging from $83.92 to $84.84 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.
- F5When 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.