SEC Form 4 · accession 0001209191-17-035174
Zayo Group Holdings, Inc. · ZAYO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kenneth desGarennes
Officer — Chief Financial Officer
Period of report
May 22, 2017
Accepted (ET)
May 24, 2017 · 8:24 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001608249
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | May 23, 2017 | S | 29,643 | $31.82 | D | 1,084,688 | D | |
| Common StockF3,F4 | May 23, 2017 | S | 9,242 | $31.82 | D | 280,276 | I | By Tablerock Investments II, LLC |
| Common Stock | holding | — | — | — | 45 | I | By Tablerock Investments, LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5,F6 | — | May 22, 2017 | A | 3,504 | A | — | — | Common Stock | 3,504 | 3,504 | D |
Explanation of responses
- F1The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 24, 2016.
- F2The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.65 to $32.12. The reporting person undertakes to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in in this footnote.
- F3The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.65 to $32.11. The reporting person undertakes to provide the Company, any security holder of the Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in in this footnote.
- F4The reported securities are held by Tablerock Investments II, LLC, a Colorado limited liability company ("Tablerock II") of which the reporting person is the sole manager. Tablerock II is owned by the reporting person and the desGarennes Exempt Descendants' Trust as well as two grantor retained annuity trusts for the benefit of the reporting person and his children. The reporting person disclaims beneficial ownership of the Common Stock held by Tablerock II, except to the extent of his pecuniary interest therein.
- F5Each Part A restricted stock unit converts into one share of Zayo Group Holdings, Inc. common stock.
- F6The restricted stock units vest in full on June 30, 2018.