SEC Form 4 · accession 0001209191-15-017854
GrubHub Inc. · GRUB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jonathan Zabusky
Officer — President · Director
Period of report
Feb 23, 2015
Accepted (ET)
Feb 24, 2015 · 4:49 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001594109
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 23, 2015 | M | 75,000 | $3.80 | A | 128,255 | D | |
| Common StockF1 | Feb 23, 2015 | S | 75,000 | $40.4829 | D | 53,255 | D | |
| Common Stock | Feb 24, 2015 | M | 75,000 | $3.80 | A | 128,255 | D | |
| Common StockF2 | Feb 24, 2015 | S | 75,000 | $41.0098 | D | 53,255 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F3 | $3.80 | Feb 23, 2015 | M | 75,000 | D | — | Sep 13, 2021 | Common Stock | 75,000 | 276,619 | D |
| Stock Option (Right to Buy)F3 | $3.80 | Feb 24, 2015 | M | 75,000 | D | — | Sep 13, 2021 | Common Stock | 75,000 | 201,619 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.25 to $40.78, inclusive.
- F2The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $40.775 to $41.40, inclusive.
- F3This option became exercisable as to 250,000 shares on June 6, 2012. Beginning on July 6, 2012 and continuing monthly until March 6, 2015, the option vested or will vest in equal amounts, representing 1/48 of the total number of shares covered by the option, except that the final vest, occurring on April 6, 2015, will be an option for 10,416 shares. On February 8, 2014, 25% of the portion of the option that would have remained unvested on August 8, 2014 became exercisable. All vesting of Mr. Zabusky's option is subject to his continued status as an employee.