SEC Form 4 · accession 0001209191-19-007614
GrubHub Inc. · GRUB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Maria Belousova
Officer — Chief Technology Officer
Period of report
Feb 1, 2019
Accepted (ET)
Feb 5, 2019 · 9:11 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 | 857 | — | A | 857 | D | |
| Common Stock | Feb 1, 2019 | F | 324 | $80.13 | D | 533 | D | |
| Common StockF1 | Feb 1, 2019 | M | 464 | — | A | 997 | D | |
| Common Stock | Feb 1, 2019 | F | 178 | $80.13 | D | 819 | D | |
| Common StockF1 | Feb 1, 2019 | M | 3,436 | — | A | 4,255 | D | |
| Common Stock | Feb 1, 2019 | F | 1,314 | $80.13 | D | 2,941 | D | |
| Common Stock | Feb 1, 2019 | M | 1,267 | $24.20 | A | 4,208 | D | |
| Common Stock | Feb 1, 2019 | M | 313 | $34.43 | A | 4,521 | D | |
| Common Stock | Feb 1, 2019 | M | 1,173 | $38.20 | A | 5,694 | D | |
| Common Stock | Feb 1, 2019 | S | 2,753 | $80.09 | D | 2,941 | D | |
| Common Stock | Feb 5, 2019 | S | 819 | $81.49 | D | 2,122 | 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 UnitsF4,F5 | — | Feb 1, 2019 | M | 857 | D | — | — | Common Stock | 857 | 9,428 | D |
| Restricted Stock UnitsF4,F6 | — | Feb 1, 2019 | M | 464 | D | — | — | Common Stock | 464 | 11,126 | D |
| Restricted Stock UnitsF4,F7 | — | Feb 1, 2019 | M | 3,436 | D | — | — | Common Stock | 3,436 | 10,308 | D |
| Stock Option (Right to Buy)F8 | $24.20 | Feb 1, 2019 | M | 1,267 | D | — | Dec 31, 2025 | Common Stock | 1,267 | 13,929 | D |
| Stock Option (Right to Buy)F9 | $34.43 | Feb 1, 2019 | M | 313 | D | — | Jan 30, 2025 | Common Stock | 313 | 0 | D |
| Stock Option (Right to Buy)F10 | $38.20 | Feb 1, 2019 | M | 1,173 | D | — | Feb 9, 2027 | Common Stock | 1,173 | 28,153 | D |
Explanation of responses
- F1One share of common stock was issued upon the vesting of each Restricted Stock Unit ("RSU").
- F10On February 9, 2017, the Reporting Person was granted 56,305 options, 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 her continued status as a service provider.
- F2Represents shares of common stock withheld to cover tax obligations upon the vesting of RSUs.
- F3These transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
- F4Each RSU represents a contingent right to receive a share of common stock or, at the option of the Compensation Committee, cash of equivalent value.
- F5On January 8, 2016, the Reporting Person was granted 41,138 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 her continued status as a service provider.
- F6On February 9, 2017, the Reporting Person was granted 22,251 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 her continued status as a service provider.
- F7On February 12, 2018, the Reporting Person was granted 13,744 RSUs, 25% of which vested on February 1, 2019 and the remainder of 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 her continued status as a service provider.
- F8On December 31, 2015, the Reporting Person was granted the net of 60,786 options, 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 her continued status as a service provider.
- F9On January 30, 2015, the Reporting Person was granted 15,000 options, 25% of which vested on February 1, 2016 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 her continued status as a service provider.