SEC Form 4 · accession 0001209191-16-100495
Energous Corp · WATT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John Gaulding
Director
Period of report
Dec 31, 2015
Accepted (ET)
Feb 19, 2016 · 4:21 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001575793
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 17, 2016 | A | 380 | $0.00 | A | 29,790 | D | |
| Common StockF2,F3 | Feb 17, 2016 | S | 10,977 | $5.68 | D | 18,813 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Share UnitsF4,F5 | — | Dec 31, 2015 | A | 380 | A | — | — | Common Stock | 380 | 409 | D |
Explanation of responses
- F1Represents shares of common stock received upon vesting of a performance share unit award granted on May 21, 2015 pursuant to the Company's 2015 Performance Share Unit Plan and partially earned on December 31, 2015 based on the satisfaction of certain performance-based vesting requirements. The performance share units vested on December 31, 2015 and the shares of common stock were delivered on February 17, 2016.
- F2Represents shares sold pursuant to a Sell-to-Cover Rule 10b5-1 Plan to pay withholding taxes due in connection with the vesting of certain restricted stock units on January 1, 2016 and January 2, 2016, which such shares were delivered on January 15, 2016.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.65 to $5.74, inclusive. The reporting person undertakes to provide to Energous Corporation, any security holder of Energous Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote (3) to this Form 4.
- F4Each performance share unit represents a contingent right to receive one share of common stock.
- F5Represents a performance share unit award granted on May 21, 2015 pursuant to the Company's 2015 Performance Share Unit Plan and partially earned on December 31, 2015 based on the satisfaction of certain performance-based vesting requirements. The performance share units vest on December 31, 2018.