SEC Form 4 · accession 0001209191-16-113662
CHEROKEE INC · CHKE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Henry Stupp
Officer — CEO
Period of report
Apr 5, 2016
Accepted (ET)
Apr 7, 2016 · 6:43 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000844161
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock UnitF1,F2,F3 | — | Apr 5, 2016 | A | 10,000 | A | — | Feb 2, 2019 | Common Stock | 10,000 | 10,000 | D |
Explanation of responses
- F1Each performance stock unit represents a contingent right to receive one share of Common Stock of Cherokee Inc. (the "Company") upon achievement of specified performance criteria as described in notes (2) and (3).
- F2The performance stock units vest in up to three increments if the average closing price of the Company's Common Stock during the month preceding the end of the Company's fiscal year is at least (i) $18.58 for the Company's fiscal year ending January 28, 2017 ("Fiscal 2017"), (ii) $20.44 for the Company's fiscal year ending February 3, 2018 ("Fiscal 2018") and (iii) $22.48 for the Company's fiscal year ending February 2, 2019 ("Fiscal 2019"). If a price target is met, one-third of the shares subject to the award will vest. If such target is not met, one-third of the shares subject to the award will not vest and will roll over to the following fiscal year. For example, if at the end of Fiscal 2017 the Company's average closing share price for the month preceding the end of Fiscal 2017 is below $18.58, no portion of the performance stock award will vest and one-third of the total shares subject to the award will roll forward for potential vesting in Fiscal 2018.
- F3Similarly, if both of the price targets for Fiscal 2017 and Fiscal 2018 are not met, all shares subject to the performance stock award may still vest in the event that the Company's average closing share price for the month preceding the end of Fiscal 2019 is at least $22.48.