SEC Form 4 · accession 0001209191-19-007612
GrubHub Inc. · GRUB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Adam DeWitt
Officer — President, CFO and Treasurer
Period of report
Feb 1, 2019
Accepted (ET)
Feb 5, 2019 · 9:08 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 | Feb 1, 2019 | M | 3,070 | — | A | 25,706 | D | |
| Common Stock | Feb 1, 2019 | F | 955 | $80.13 | D | 24,751 | D | |
| Common StockF1 | Feb 1, 2019 | M | 954 | — | A | 25,705 | D | |
| Common Stock | Feb 1, 2019 | F | 280 | $80.13 | D | 25,425 | D | |
| Common StockF1 | Feb 1, 2019 | M | 6,872 | — | A | 32,297 | D | |
| Common Stock | Feb 1, 2019 | F | 2,014 | $80.13 | D | 30,283 | 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 | — | Feb 1, 2019 | M | 3,070 | D | — | — | Common Stock | 3,070 | 33,771 | D |
| Restricted Stock UnitsF3,F5 | — | Feb 1, 2019 | M | 954 | D | — | — | Common Stock | 954 | 22,907 | D |
| Restrictyed StockF3,F6 | — | Feb 1, 2019 | M | 6,872 | D | — | — | Common Stock | 6,872 | 20,616 | 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 December 31, 2015, the Reporting Person was granted 147,360 RSUs, 25% of which vested on January 1, 2017 and the remainder of which vested or will vest in equal amounts on the first calendar day of the month for the 36 consecutive months thereafter, subject to his continued status as a service provider.
- F5On February 9, 2017, the Reporting Person was granted 45,812 RSUs, 25% of which vested on February 1, 2018 and the remainder of which vested or will vest in equal amounts on the first calendar day of the month for the 36 consecutive months thereafter, subject to his continued status as a service provider.
- F6On February 12, 2018, the Reporting Person was granted 27,488 RSUs, 25% of which vested on February 1, 2019 and the remainder which vested or will vest in equal amounts for the 12 consecutive quarters thereafter on May 1, August 1, November 1 and February 1 of each year, subject to his continued status as a service provider.