SEC Form 4 · accession 0000950142-15-002644
Houghton Mifflin Harcourt Co · HMHC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William Frederick Bayers
Officer — See remarks.
Period of report
Dec 16, 2015
Accepted (ET)
Dec 18, 2015 · 5:57 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001580156
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Dec 16, 2015 | M | 17,500 | $12.50 | A | 54,815 | D | |
| Common StockF2 | Dec 16, 2015 | S | 17,500 | $20.2331 | D | 37,315 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F3 | $12.50 | Dec 16, 2015 | M | 17,500 | D | — | Jun 22, 2019 | Common Stock | 17,500 | 352,470 | D |
Explanation of responses
- F1These shares were sold pursuant to a Rule 10b5-1 trading plan.
- F2The sale price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from $20.06 to $20.39. Upon request of the staff of the Securities and Exchange Commission, Houghton Mifflin Harcourt Company (the "Company") or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold at each separate price.
- F3These employee stock options have vested and are currently exercisable.
Remarks
Executive Vice President, Secretary and General Counsel.