SEC Form 4 · accession 0000899243-17-021947
Hortonworks, Inc. · HDP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert G Bearden
Officer — Chief Executive Officer · Director
Period of report
Sep 10, 2017
Accepted (ET)
Sep 12, 2017 · 7:39 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001610532
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Sep 10, 2017 | A | 1,786,778 | $0.00 | A | 2,128,525 | D | |
| Common StockF2 | Sep 11, 2017 | S | 124,944 | $17.06 | D | 1,193,308 | I | The Robert Gene Bearden, Jr. Family Trust |
| Common StockF3 | Sep 12, 2017 | S | 125,056 | $16.50 | D | 1,068,252 | I | The Robert Gene Bearden, Jr. Family Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock UnitF4 | $0.00 | Sep 10, 2017 | A | 714,711 | A | — | Sep 10, 2021 | Common Stock | 714,711 | 714,711 | D |
Explanation of responses
- F1On September 10, 2017, the Reporting person was granted 1,786,778 restricted stock units ("RSUs"). Each RSU represents the right to receive, at settlement, one share of common stock. One-twelfth (1/12) of such RSUs shall vest and become releasable on November 15, 2017, and thereafter, the balance of the RSUs shall vest and become releasable in a series of eleven (11) successive 3-month installments over the following thirty-three (33) months thereafter, all subject to grantee's continued status as a service provider. All or portion of the unvested RSUs are subject to acceleration upon the occurrence of certain events.
- F2Represents the weighted average sale price for the entire number of shares sold. The sale prices range from $16.87 to $17.30 per share. The Reporting Person undertakes to provide to the staff of the SEC, the Issuer, or a stockholder of the Issuer, upon request, the number of shares sold by the Reporting Person of each separate price within the range.
- F3Represents the weighted average sale price for the entire number of shares sold. The sale prices range from $16.25 to $16.96 per share. The Reporting Person undertakes to provide to the staff of the SEC, the Issuer, or a stockholder of the Issuer, upon request, the number of shares sold by the Reporting Person of each separate price within the range.
- F4On September 10, 2017, the Reporting Person was granted 714,711 performance stock units ("PSUs"). Each PSU represents the right to achieve, at settlement, one share of common stock. The PSUs will vest and become releasable upon the achievement of certain performance criteria. If such performance criteria are not achieved on or before September 10, 2021, the entire award will be forfeited.