SEC Form 4 · accession 0000899243-15-008901
Enova International, Inc. · ENVA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gregory T Zeeman
Officer — EVP- Chief Operating Officer
Period of report
Nov 14, 2015
Accepted (ET)
Nov 25, 2015 · 4:05 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001529864
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stock, par value $0.00001 per shareF1 | Nov 14, 2015 | A | 74,626 | $0.00 | A | 74,626 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy) with limited SARF2,F3,F4 | $8.04 | Nov 14, 2015 | A | 191,082 | A | — | Nov 14, 2022 | Common stock, par value $0.00001 per share | 191,082 | 191,082 | D |
Explanation of responses
- F1Reflects a grant of Restricted Stock Units ("RSUs") that shall vest in substantially equal one-fourth increments on each of the following dates as long as grantee serves as an employee of the Issuer or an affiliate thereof through the applicable vesting date: November 14, 2016, November 14, 2017, November 14, 2018 and November 14, 2019.
- F2The limited stock appreciation right ("SAR") and employee stock option were granted in tandem. Accordingly, the exercise of one results in the expiration of the other. The SAR may be exercised only during the period beginning on the first day following the date that a "Change in Control" of Issuer occurs (as defined in the related grant agreement) and ending on the thirtieth day following such date. Upon exercise, the grantee shall be able to receive an amount equal to the product computed by multiplying (i) the excess of the "Offer Value Per Share" over the exercise price of the underlying option by (ii) the number of shares with respect to which the SAR is being exercised; provided, that such amount shall only be payable in the event an "Offer" is made.
- F3The "Offer Value Per Share" means the average selling price of Issuer's common stock during the period of 30 days ending on the date on which the SAR is exercised. "Offer" means any tender offer or exchange offer for outstanding shares of Issuer representing at least 30% of the total voting power of the stock of Issuer, or an offer to purchase assets from Issuer that have a total gross fair market value equal to or more than 40% of the total gross fair market value of all of the assets of Issuer, other than an offer made by Issuer.
- F4The option shall vest in substantially equal one-third increments on each of the following dates as long as grantee serves as an employee of the Issuer or an affiliate thereof through the applicable vesting date: November 14, 2016, November 14, 2017, and November 14, 2018.