SEC Form 4 · accession 0001209191-17-037991
GrubHub Inc. · GRUB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Margo Drucker
Officer — SVP, Secretary, Gen Counsel
Period of report
Jun 1, 2017
Accepted (ET)
Jun 5, 2017 · 9:24 pm EDT
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 | Jun 1, 2017 | M | 1,054 | $13.70 | A | 1,554 | D | |
| Common Stock | Jun 1, 2017 | M | 184 | $24.20 | A | 1,738 | D | |
| Common Stock | Jun 1, 2017 | S | 1,238 | $43.55 | D | 500 | D | |
| Common StockF2 | Jun 1, 2017 | M | 792 | — | A | 1,292 | D | |
| Common Stock | Jun 1, 2017 | F | 293 | $43.71 | D | 999 | D | |
| Common Stock | Jun 5, 2017 | S | 499 | $44.61 | D | 500 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (Right to Buy)F4 | $13.70 | Jun 1, 2017 | M | 1,054 | D | — | Jan 28, 2024 | Common Stock | 1,054 | 22,139 | D |
| Stock Options (Right to Buy)F5 | $24.20 | Jun 1, 2017 | M | 184 | D | — | Dec 31, 2025 | Common Stock | 184 | 7,695 | D |
| Restricted Stock UnitsF6,F7 | — | Jun 1, 2017 | M | 792 | D | — | — | Common Stock | 792 | 24,542 | D |
Explanation of responses
- F1The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F2One share of common stock was issued upon the vesting of each Restricted Stock Unit ("RSU").
- F3Represents shares of common stock withheld to cover tax obligations upon the vesting of RSUs.
- F4The option vested and became exercisable as to 25% of the underlying shares on February 1, 2016 and has vested or will vest in equal amounts on the first calendar day of the month for the 36 consecutive months thereafter.
- F5The option vested and became exercisable as to 25% of the underlying shares on January 1, 2017 and has vested or will vest in equal amounts on the first calendar day of the month for the 36 consecutive months thereafter.
- F6Each RSU represents a contingent right to receive a share of common stock or, at the option of the Compensation Committee, cash of equivalent value.
- F7On December 31, 2015, the reporting person was granted 38,000 RSUs, 25% of which vested on January 1, 2017 and the remainder of which has vested or will vest in equal amounts on the first calendar day of the month for the 36 consecutive months thereafter.