SEC Form 4 · accession 0001179110-19-003271
Angi Inc. · ANGI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Craig M. Smith
Officer — President & COO · Director
Period of report
Mar 1, 2019
Accepted (ET)
Mar 5, 2019 · 4:52 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001705110
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock, par value $0.001F1 | Mar 1, 2019 | M | 319,235 | $2.66 | A | 319,235 | D | |
| Class A Common Stock, par value $0.001F2 | Mar 1, 2019 | D | 51,492 | $16.50 | D | 267,743 | D | |
| Class A Common Stock, par value $0.001F3 | Mar 1, 2019 | F | 117,743 | $16.60 | D | 150,000 | D | |
| Class A Common Stock, par value $0.001F4 | Mar 1, 2019 | S | 150,000 | $16.55 | D | 0 | D | |
| Class A Common Stock, par value $0.001F1 | Mar 4, 2019 | M | 8,600 | $2.66 | A | 8,600 | D | |
| Class A Common Stock, par value $0.001F2 | Mar 4, 2019 | D | 1,395 | $16.41 | D | 7,205 | D | |
| Class A Common Stock, par value $0.001F3 | Mar 4, 2019 | F | 3,169 | $16.41 | D | 4,036 | D | |
| Class A Common Stock, par value $0.001F5,F6 | Mar 4, 2019 | S | 4,036 | $16.14 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Apprecation RightsF7 | $2.66 | Mar 1, 2019 | M | 319,235 | D | Sep 29, 2017 | Feb 10, 2026 | Class A Common Stock, par value $0.001 | 319,235 | 692,334 | D |
| Stock Apprecation RightsF8 | $2.66 | Mar 4, 2019 | M | 8,600 | D | Sep 29, 2017 | Feb 10, 2026 | Class A Common Stock, par value $0.001 | 8,600 | 683,734 | D |
Explanation of responses
- F1Represents shares of Class A Common Stock acquired/deemed to be acquired in connection with the exercise of stock appreciation rights (see footnotes 7 and 8 below).
- F2Represents shares of Class A Common Stock deemed to be simultaneously sold back to ANGI Homeservices in connection with the exercise of stock appreciation rights (see footnotes 7 and 8 below).
- F3Represent shares withheld to cover taxes due in connection with exercise of stock appreciation rights (see footnotes 7 and 8 below).
- F4The price reflects the weighted average of sales made at prices ranging from $16.34 to $16.66. The reporting person agrees to provide upon request by the Staff of the Securities and Exchange Commission, ANGI Homeservices or any security holder of ANGI Homeservices, information regarding the number of shares sold at each separate price.
- F5Reflects the sale of shares of Class A Common Stock effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person in December 2018 (the "Plan"). The Plan covers shares of Class A Common Stock to be acquired upon the exercise of 412,816 stock appreciation rights during the period commencing on January 22, 2019 and ending on January 15, 2020.
- F6The price reflects the weighted average of sales made at prices ranging from $16.42 to $16.60. The reporting person agrees to provide upon request by the Staff of the Securities and Exchange Commission, ANGI Homeservices or any security holder of ANGI Homeservices, information regarding the number of shares sold at each separate price.
- F7Represents 367,157 vested stock appreciation rights and 325,177 unvested stock appreciation rights that vest in one final installment on February 11, 2020, subject to continued service.
- F8Represents 358,557 vested stock appreciation rights and 325,177 unvested stock appreciation rights that vest in one final installment on February 11, 2020, subject to continued service.