SEC Form 4 · accession 0001209191-18-035841
Gen Digital Inc. · GEN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gregory S. Clark
Officer — CEO · Director
Period of report
Jun 1, 2018
Accepted (ET)
Jun 5, 2018 · 5:29 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000849399
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 1, 2018 | F | 15,103 | $21.02 | D | 893,921 | D | |
| Common StockF5,F6,F7,F4 | Feb 27, 2018 | G | 914,077 | $0.00 | D | 0 | I | Gregory S Clark TR UA 01/29/2016 GSC Family 2016 GRAT |
| Common StockF8,F3 | Feb 15, 2018 | G | 292,505 | $0.00 | D | 0 | I | Gregory S Clark TR UA 01/29/2016 TMC 2016 Grat |
| Common StockF2,F3,F4 | holding | — | — | — | 1,122,938 | I | Gregory S Clark TR UA 01/29/2016 Gregory S Clark Living Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non- Qualified Stock OptionsF9 | $6.73 | holding | — | — | — | — | Sep 9, 2025 | Common Stock | 3,665,271 | 3,665,271 | D |
Explanation of responses
- F1Shares withheld by Symantec Corporation ("Symantec") to satisfy tax withholding requirements on vesting of restricted stock units. No shares were sold.
- F2The shares were originally acquired pursuant to the Restricted Stock Reinvestment Agreement, dated as of June 12, 2016 with Symantec.
- F3Reflects the transfer of 155,541 shares from the Gregory S Clark TR UA 01/29/2016 TMC 2016 GRAT (the "TMC 2016 GRAT") to the Gregory S Clark TR UA 01/29/2016 Gregory S Clark Living Trust (the "Clark Living Trust") on February 15, 2018. These shares were distributed in accordance with the terms of the TMC 2016 GRAT upon its expiration since the insider's last filed report. The Clark Living Trust originally contributed these shares to said GRAT.
- F4Reflects the transfer of 430,027 shares from the Gregory S Clark TR UA 01/29/2016 GSC Family 2016 GRAT (the "GSC Family 2016 GRAT") to the Clark Living Trust on February 27, 2018 in accordance with the terms of the GSC Family 2016 GRAT upon its expiration since the insider's last filed report. The Clark Living Trust originally contributed these shares to said GRAT.
- F5Includes the distribution of 271,403 shares from the GSC Family 2016 GRAT to the First Republic Trust Company of Delaware LLC TR UA 02/22/18 GSC 2018 Family Investment Trust, ("GSC 2018 Family Investment Trust") on February 27, 2018. These shares were distributed in accordance with the terms of the GSC Family 2016 GRAT upon its expiration since the insider's last filed report. The reporting person's minor children are beneficiaries of such trust. First Republic Trust Company of Delaware LLC, as Trustee of the GSC 2018 Family Investment Trust, is independent of the reporting person. The reporting person does not have or share investment control with respect to the shares held by such trust.
- F6Includes the distribution of 459,053 shares from the GSC Family 2016 GRAT to the First Republic Trust Company of Delaware LLC TR UA 02/22/18 GSC 2018 Family Legacy Trust, ("GSC 2018 Family Legacy Trust") on February 27, 2018. These shares were distributed in accordance with the terms of the GSC Family 2016 GRAT upon its expiration since the insider's last filed report. The reporting person's minor children are beneficiaries of such trust. First Republic Trust Company of Delaware LLC, as Trustee of the GSC 2018 Family Legacy Trust, is independent of the reporting person. The reporting person does not have or share investment control with respect to the shares held by such trust.
- F7Includes the distribution of 183,621 shares from the GSC Family 2016 GRAT to the First Republic Trust Company of Delaware LLC TR UA 02/22/18 GSC 2018 Family Support Trust, ("GSC 2018 Family Support Trust") on February 27, 2018 in accordance with the terms of the GSC Family 2016 GRAT upon its expiration since the insider's last filed report. The reporting person's minor children are beneficiaries of such trust. First Republic Trust Company of Delaware LLC, as Trustee of the GSC 2018 Family Support Trust, is independent of the reporting person. The reporting person does not have or share investment control with respect to the shares held by such trust.
- F8Reflects the distribution of 292,505 shares from the TMC 2016 GRAT to the Wells Fargo Delaware Trust Company NA TR UA 01/29/16 TMC Investment Trust ("TMC Investment Trust"), on February 15, 2018 in accordance with the terms of the TMC 2016 GRAT upon its expiration since the insider's last filed report. Wells Fargo Delaware Trust Company N.A., as Trustee of the TMC Investment Trust, is independent of the reporting person. The reporting person does not have or share investment control with respect to the shares held by such trust.
- F9The option vests and becomes exercisable in equal monthly installments over a period of two years, beginning August 1, 2016. No transaction is reported. The amount of securities held following the reported transaction is included for information purposes only.