SEC Form 4 · accession 0001209191-19-013229
Mimecast Ltd · MIME
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Edward Vincent Jennings
Officer — Chief Operating Officer
Period of report
Feb 22, 2019
Accepted (ET)
Feb 25, 2019 · 7:19 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 22, 2019 | M | 130,000 | $9.78 | A | 130,000 | D | |
| Ordinary SharesF2 | Feb 22, 2019 | S | 130,000 | $48.2755 | D | 0 | D | |
| Restricted Share UnitsF3,F4 | holding | — | — | — | 9,000 | 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)F5 | $9.78 | Feb 22, 2019 | M | 130,000 | A | — | Jul 31, 2025 | Ordinary Shares | 130,000 | 207,088 | 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 3, 2018.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.99 - $48.56, 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.
- F3Each restricted share unit represents a contingent right to receive one share of the Issuer's ordinary shares.
- F4These 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.
- F5Represents shares underlying unexercised share options that were granted on August 1, 2015. The terms of the original grant of 708,088 options provide that twenty-five percent (25%) of the shares vested on August 1, 2016 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).