SEC Form 4 · accession 0001614436-15-000008
Virgin America Inc. · VA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
E. Frances Fiorillo
Officer — Senior VP, People & In-flight
Period of report
Nov 6, 2015
Accepted (ET)
Nov 10, 2015 · 7:17 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001614436
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 6, 2015 | M | 15,000 | $12.9842 | A | 49,215 | D | |
| Common StockF2,F1 | Nov 6, 2015 | S | 15,000 | $38.0068 | D | 34,215 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F3 | $12.9842 | Nov 6, 2015 | M | 15,000 | D | — | May 12, 2023 | Common Stock | 15,000 | 34,013 | D |
Explanation of responses
- F1Includes 14,571 restricted stock units.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.98 to $38.21, inclusive. The reporting person undertakes to provide Virgin America, any security holder of Virgin America, or the Staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.
- F3The option vested in full upon the consummation of the initial public offering of the issuer and was exercisable upon the earlier to occur of (i) a Change of Control (as defined in the issuer's 2014 Equity Incentive Award Plan) at a price per share of at least $26.42 or (ii) the date on which the issuer's stock price exceeded $26.42 on a daily moving average basis for the previous six months.