SEC Form 4 · accession 0001209191-19-008171
Mimecast Ltd · MIME
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Peter Andrew James Campbell
Officer — Chief Financial Officer
Period of report
Feb 5, 2019
Accepted (ET)
Feb 7, 2019 · 5:34 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001644675
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary Shares | Feb 5, 2019 | M | 15,000 | $9.21 | A | 215,000 | D | |
| Ordinary SharesF2 | Feb 5, 2019 | S | 15,000 | $40.8681 | D | 200,000 | D | |
| Ordinary SharesF3 | Feb 5, 2019 | S | 30,000 | $42.0006 | D | 170,000 | D | |
| Ordinary SharesF4 | Feb 5, 2019 | S | 20,000 | $42.00 | D | 150,000 | D | |
| Ordinary Shares | holding | — | — | — | 4,571 | I | By Spouse | |
| Restricted Share UnitsF5,F6 | holding | — | — | — | 8,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Share Option (Right to Buy)F7 | $9.21 | Feb 5, 2017 | M | 15,000 | D | — | Feb 1, 2026 | Ordinary Shares | 15,000 | 60,000 | 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 December 13, 2017.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.61 - $41.10, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, 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 this footnote.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.00 - $42.03, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, 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 this footnote.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.00 - $42.01, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, 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 this footnote.
- F5Each restricted share unit represents a contingent right to receive one share of the Issuer's ordinary shares.
- F6These restricted share units were granted on April 2, 2018. Twenty-five percent (25%) of the units vest on April 2, 2019 and the remainder of the units vest on an annual basis over the next three (3) years, provided that the Reporting Person remains an employee of the Issuer on such vesting date.
- F7Represents shares underlying unexercised share options that were granted on February 1, 2016. The terms of the original grant of 240,000 options provide that twenty-five percent (25%) of the shares vested on February 1, 2017 and the remainder of the shares vest on a quarterly basis over the next three (3) years, provided that the Reporting Person remains an employee of the Issuer on such vesting date
Remarks
Exhibit 24 Power of Attorney (incorporated by reference to Power of Attorney filed as Exhibit 24 to Form 3 filed by the Reporting Person on April 2, 2018).