SEC Form 4 · accession 0001209191-17-000494
GrubHub Inc. · GRUB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stanley Chia
Officer — SVP, Operations
Period of report
Jan 1, 2017
Accepted (ET)
Jan 3, 2017 · 9:42 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 StockF1 | Jan 1, 2017 | M | 529 | — | A | 1,983 | D | |
| Common Stock | Jan 1, 2017 | F | 193 | $37.62 | D | 1,790 | D | |
| Common StockF1 | Jan 1, 2017 | M | 14,582 | — | A | 16,372 | D | |
| Common Stock | Jan 1, 2017 | F | 4,669 | $37.62 | D | 11,703 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F4 | — | Jan 1, 2017 | M | 529 | D | — | — | Common Stock | 529 | 1,586 | D |
| Restricted Stock UnitsF3,F5 | — | Jan 1, 2017 | M | 14,582 | D | — | — | Common Stock | 14,582 | 43,748 | D |
Explanation of responses
- F1One share of common stock was issued upon the vesting of each Restricted Stock Unit ("RSU").
- F2Represents shares of common stock withheld to cover tax obligations upon the vesting of RSUs.
- F3Each RSU represents a contingent right to receive a share of common stock, or at the option of the Compensation Committee, cash of equivalent value.
- F4On May 12, 2015, the reporting person was granted 12,687 RSUs, 50% of which vested on April 1, 2016 and the remainder of which vests in 12 equal installments on each monthly anniversary thereof, subject to the reporting person's continued status as an employee.
- F5On December 31, 2015, the reporting person was granted 58,330 RSUs, 25% of which vested on January 1, 2017 and the remainder of which vests in equal amounts on the first calendar day of the month for the consecutive 36 months thereafter, subject to the reporting person's continued status as an employee.