SEC Form 4 · accession 0001209191-17-061914
Snap Inc · SNAP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven Michael Horowitz
Officer — Vice President of Engineering
Period of report
Nov 16, 2017
Accepted (ET)
Nov 20, 2017 · 9:31 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001564408
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Nov 16, 2017 | C | 143,166 | $0.00 | A | 2,532,598 | D | |
| Class A Common StockF2,F3 | Nov 16, 2017 | S | 286,332 | $12.5384 | D | 2,246,266 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF4,F5,F6 | $0.00 | Nov 16, 2017 | C | 143,166 | D | — | — | Class A Common Stock | 143,166 | 2,236,232 | D |
Explanation of responses
- F1Represents shares of Class B Common Stock converted into shares of Class A Common Stock at the option of the reporting person.
- F2Represents the sale of shares to cover tax withholding obligations in connection with the settlement and release of restricted stock units ("RSUs") granted by the issuer to the reporting person.
- F3The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.38 to $12.67 per share, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, 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.
- F4Represents the settlement and release of RSUs granted by the issuer to the reporting person which were subsequently converted to Class A Common Stock and sold to cover tax withholding obligations. Each RSU represents a contingent right to receive one share of issuer's Class B Common Stock.
- F5As reported on a Form 3 filed on March 1, 2017, the reporting person was granted 3,192,207 RSUs, of which 10% vest once the reporting person completes 12 months of continuous service from January 26, 2015; 20% vest in equal quarterly installments during the second 12-month period of reporting person's continuous service; 30% vest in equal quarterly installments during the third 12-month period of reporting person's continuous service; and 40% vest in equal quarterly installments during the fourth 12-month period of reporting person's continuous service.
- F6The Class B Common Stock has no expiration date.