SEC Form 4 · accession 0001209191-18-014720
Alteryx, Inc. · AYX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin Rubin
Officer — Chief Financial Officer
Period of report
Feb 26, 2018
Accepted (ET)
Feb 28, 2018 · 7:47 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001689923
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Feb 26, 2018 | C | 40,000 | $0.00 | A | 78,208 | D | |
| Class A Common StockF3,F2 | Feb 26, 2018 | S | 40,000 | $33.47 | D | 38,208 | 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)F4 | $9.50 | Feb 26, 2018 | M | 40,000 | D | — | Apr 29, 2026 | Class B Common Stock | 40,000 | 450,702 | D |
| Class B Common StockF1,F5 | $0.00 | Feb 26, 2018 | M | 40,000 | A | — | — | Class A Common Stock | 40,000 | 40,000 | D |
| Class B Common StockF1,F5 | $0.00 | Feb 26, 2018 | C | 40,000 | D | — | — | Class A Common Stock | 40,000 | 0 | D |
Explanation of responses
- F1Each share of Class B Common Stock is convertible, at any time at the option of the holder, into one (1) share of Class A Common Stock. In addition, each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon the transfer, whether or not for value, to any transferee who is not a "Permitted Transferee", as defined in the Issuer's Restated Certificate of Incorporation in effect as of the date hereof. The shares of Class B Common Stock have no expiration date.
- F2Includes (i) 32,336 shares subject to an award of restricted stock units ("RSUs"), of which 1/4th of the total RSUs will vest on January 1, 2019, and on each yearly anniversary thereafter, subject to the status of "Participant's Service" (as defined in the 2017 Equity Incentive Plan) through each vesting date. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration. Shares of the Issuer's Class A Common Stock will be delivered to the Reporting Person following vesting; (ii) 1,133 shares acquired under the Alteryx, Inc. employee stock purchase plan ("ESPP") on February 14, 2018; and (iii) 1,302 shares acquired under the ESPP on August 14, 2017.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.21 to $33.72, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of 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 ranges set forth in this footnote to this Form 4.
- F4The stock option vested and became exercisable as to 1/4th of the shares subject to the option on April 4, 2017, and thereafter vests as to 1/48th of the shares in equal monthly installments, until such time as the option is 100% vested, subject to the continuing employment of the Reporting Person on each vesting date.
- F5Each share of Class B Common Stock will convert automatically into one (1) share of Class A Common Stock upon the earliest to occur of the following: (a) the date specified by a vote of the holders of 66 2/3% of the outstanding shares of Class B Common Stock, (b) March 23, 2027, and (c) the date the shares of Class B Common Stock cease to represent at least 10% of all outstanding shares of Common Stock. The shares of Class A Common Stock and Class B Common Stock have no expiration date.