SEC Form 4 · accession 0000849146-16-000143
Lifevantage Corp · LFVN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert M. Urban
Officer — Chief Operating Officer
Period of report
Dec 31, 2015
Accepted (ET)
Jan 4, 2016 · 5:27 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000849146
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Dec 31, 2015 | M | 7,466 | — | A | 40,750 | D | |
| Common Stock | Dec 31, 2015 | F | 3,196 | $9.52 | D | 37,554 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Stock UnitsF1 | — | Dec 31, 2015 | M | 7,466 | D | — | Dec 31, 2015 | Common Stock | 7,466 | 0 | D |
| Performance Stock UnitsF3 | — | Jan 4, 2016 | A | 15,333 | A | — | Dec 31, 2016 | Common Stock | 15,333 | 15,333 | D |
| Performance Stock UnitsF4 | — | Jan 4, 2016 | A | 15,333 | A | — | Dec 31, 2017 | Common Stock | 15,333 | 15,333 | D |
| Performance Stock UnitsF5 | — | Jan 4, 2016 | A | 15,334 | A | — | Dec 31, 2018 | Common Stock | 15,334 | 15,334 | D |
Explanation of responses
- F1Each Performance Stock Unit represented a contingent right for the reporting person to receive a distribution of common shares of the issuer equal to 0% to 200% of a target number of Performance Stock Units equal to 66,667. The actual number of shares distributed has been determined based on the issuer's total stockholder return (TSR) performance during the performance period of 1/1/2015 through 12/31/2015 (the "Completed Performance Period"). The vesting for 50% of the target Performance Stock Units was determined based upon the issuer's absolute TSR for the Completed Performance Period as compared to a matrix of fixed numeric values and the vesting for the other 50% of the target Performance Stock Units was determined based upon a relative comparison of the issuer's TSR to the Vanguard Russell 2000 exchange traded fund TSR for the Completed Performance Period.
- F2These shares were withheld to satisfy tax withholding obligations in connection with the vesting of Performance Stock Units described in Footnote (1).
- F3Subject generally to the reporting person's continued service with the issuer, each Performance Stock Unit represents a contingent right for the reporting person to receive, within thirty days after the end of the Performance Period, a distribution of common shares of the issuer equal to 0% to 200% of the reported target number of Performance Stock Units. The actual number of shares distributed will be based on the issuer's total stockholder return (TSR) performance during the performance period of 1/1/2016 through the earlier of 12/31/2016 or a change in control of the issuer ("Performance Period"). The vesting for 50% of the target Performance Stock Units is based upon the issuer's absolute TSR for the Performance Period as compared to a matrix of fixed numeric values and the vesting for the other 50% of the target Performance Stock Units is based upon a relative comparison of the issuer's TSR to the Vanguard Russell 2000 exchange traded fund TSR for the Performance Period.
- F4The vesting and distribution conditions for the reported target Performance Stock Units are the same as described under footnote (1), except that the Performance Period is 1/1/2017 through the earlier of 12/31/2017 or a change in control of the issuer.
- F5The vesting and distribution conditions for the reported target Performance Stock Units are the same as described under footnote (1), except that the Performance Period is 1/1/2018 through the earlier of 12/31/2018 or a change in control of the issuer.