SEC Form 4 · accession 0001144204-17-040369
DATAWATCH CORP · DWCH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard De J Osborne
Director
Period of report
Aug 1, 2017
Accepted (ET)
Aug 3, 2017 · 5:04 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000792130
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 1, 2017 | M | 25,000 | $4.97 | A | 403,502 | D | |
| Common StockF3,F1 | Aug 1, 2017 | S | 18,000 | $11.27 | D | 385,502 | D | |
| Common StockF4 | holding | — | — | — | 3,000 | I | Spouse |
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)F5 | $4.97 | Aug 1, 2017 | M | 25,000 | D | — | Apr 25, 2018 | Common Stock | 25,000 | 0 | D |
Explanation of responses
- F1Includes 143,370 shares held by Carnegie Hill Associates, LLC. Mr. Osborne is the Managing Principal of Carnegie Hill Associates, LLC and may be deemed a beneficial owner of the shares held by Carnegie Hill Associates, LLC. Mr. Osborne disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
- F2The purpose of this sale was to cover the cost of: (i) the aggregate exercise price payable by the reporting person and (ii) income taxes liabilities of the reporting person upon the exercise of stock options reported in the row immediately above for the same date.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.20 to $11.35. 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 this range.
- F4These shares are owned by Mr. Osborne's wife. The reporting person acquired beneficial ownership of these shares upon his marriage to the owner of the shares on November 22, 2014. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
- F5The stock option, representing a right to purchase a total of 50,000 shares of Common Stock of the Issuer, became fully exercisable on April 26, 2014.