SEC Form 4 · accession 0001398227-18-000013
TransUnion · TRU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David M Neenan
Officer — EVP - International
Period of report
Dec 13, 2018
Accepted (ET)
Dec 14, 2018 · 5:29 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001552033
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Dec 13, 2018 | M | 60,000 | $4.99 | A | 153,029 | D | |
| Common StockF1,F2 | Dec 13, 2018 | S | 29,322 | $61.02 | D | 123,707 | D | |
| Common Stock | holding | — | — | — | 61,775 | I | By limited liability company |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (right to buy)F3 | $4.99 | Dec 13, 2018 | M | 60,000 | D | — | Sep 10, 2022 | Common Stock | 60,000 | 119,549 | D |
Explanation of responses
- F1Reflects shares received in connection with the exercise of 60,000 stock options and sold to cover the stock option cost, taxes, and brokerage fees and commissions. Mr. Neenan retained the remaining 30,678 option shares.
- F2The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $60.98 to $61.21, inclusive. The reporting person undertakes to provide to TransUnion, any security holder of TransUnion, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F3Represents an initial grant of 411,101 stock options, 40% of which vest upon the attainment of time-based vesting criteria and 60% of which vest upon the attainment of both time-based and performance-based vesting criteria. The performance-based vesting criteria was satisfied on February 22, 2017, and all options now follow the time-based vesting criteria as follows: 20% on the first anniversary of the date of grant and 5% on the last day of each subsequent full calendar quarter.