SEC Form 4 · accession 0001209191-16-100954
ZIX CORP · ZIXI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
David Wagner
Officer — President, CEO · Director
Period of report
Feb 18, 2016
Accepted (ET)
Feb 22, 2016 · 4:39 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000855612
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 18, 2016 | A | 125,000 | $0.00 | A | 125,000 | D | |
| Common StockF2 | Feb 18, 2016 | P | 60,000 | $3.5733 | A | 310,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock OptionsF3 | $3.61 | Feb 18, 2016 | A | 200,000 | A | — | Feb 17, 2026 | Common Stock | 200,000 | 200,000 | D |
Explanation of responses
- F1Grant under the Amended and Restated 2012 Incentive Plan (as amended, the "Plan") consists of 50% restricted stock that will vest pro rata annually over 3 years and 50% restricted stock that will vest pro rata up to 1/3 each year the Company achieves specific performance criteria in 2016-2018, subject to acceleration under conditions described in the Plan.
- F2The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $3.48 to $3.65, inclusive. The reporting person undertakes to provide to Zix Corporation, any security holder of Zix Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within such range.
- F3Grant under the Plan. Options vest pro rata and quarterly over 4 years, and subject to accelerated vesting upon the occurrence of stated events.