SEC Form 4 · accession 0000899243-16-018164
Performant Financial Corp · PFMT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey Haughton
Officer — Chief Operating Officer
Period of report
Apr 12, 2016
Accepted (ET)
Apr 14, 2016 · 9:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001550695
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F1 | — | Apr 12, 2016 | A | 82,270 | A | — | Apr 12, 2026 | Common Stock | 82,270 | 82,270 | D |
| Restricted Stock UnitsF3,F1 | — | holding | — | — | — | — | Feb 23, 2026 | Common Stock | 90,000 | 90,000 | D |
| Restricted Stock UnitsF4,F1 | — | holding | — | — | — | — | Jun 17, 2025 | Common Stock | 75,000 | 75,000 | D |
| Restricted Stock UnitsF5,F1 | — | holding | — | — | — | — | Jul 15, 2024 | Common Stock | 30,000 | 30,000 | D |
| Employee Stock Option (right to buy)F6 | $1.71 | holding | — | — | — | — | Feb 23, 2026 | Common Stock | 60,000 | 60,000 | D |
| Employee Stock Option (right to buy)F7 | $10.55 | holding | — | — | — | — | Jul 15, 2024 | Common Stock | 100,000 | 100,000 | D |
| Employee Stock Option (right to buy)F8 | $3.57 | holding | — | — | — | — | Mar 17, 2025 | Common Stock | 100,000 | 100,000 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of PFMT's common stock. The units were awarded at no cost to Reporting Person.
- F2Restricted Stock Unit Award granted on April 12, 2016 vests at a rate of 25% annually on the first, second, third and fourth anniversaries of the grant date, provided that the Reporting Person remains in continuous service through each vest date.
- F3Restricted Stock Unit Award granted on February 23, 2016 vests at a rate of 25% annually on the first, second, third and fourth anniversaries of the grant date, provided that the Reporting Person remains in continuous service through each vest date.
- F4Restricted Stock Unit award was granted on March 17, 2015. Upon the achievement of certain financial metrics 37,500 units vested on March 5, 2016, 18,750 units will vest on March 5, 2017 and the remaining 18,750 units will vest on March 5, 2018, provided that the Reporting Person remains in continuous service through each vest date.
- F5Restricted Stock Unit award was granted on July 15, 2014. The remaining 30,000 units will vest in 10,000 unit increments on each of July 15, 2016, July 15, 2017 and July 15, 2018, provided that the Reporting Person remains in continuous service through each vest date.
- F6This option grant will vest over a four-year period. Currently, none of the options are exercisable and all of the options are outstanding. 15,000 options will vest and become exercisable on February 23, 2017. The remaining options will vest and become exercisable on a monthly basis from March 23, 2017 until February 23, 2020.
- F7This option grant will vest over a four-year period from the date of grant. 41,668 options have become vested and exercisable as of April 12, 2016. The remaining options will become vested and exercisable in monthly installments until July 15, 2018.
- F8This option grant will vest over a four-year period. Currently, 25,000 options are exercisable and all of the options are outstanding. The remaining options will vest and become exercisable on a monthly basis from April 17, 2016 until March 17, 2019.