SEC Form 4 · accession 0001209191-16-100970
ZIX CORP · ZIXI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael W English
Officer — CFO
Period of report
Feb 18, 2016
Accepted (ET)
Feb 22, 2016 · 4:43 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 | 40,000 | $0.00 | A | 96,863 | D | |
| Common StockF2 | Feb 19, 2016 | M | 16,210 | — | A | 113,073 | D | |
| Common StockF3 | Feb 19, 2016 | F | 5,293 | $3.82 | D | 107,780 | D | |
| Common Stock | Feb 20, 2016 | F | 1,633 | $3.53 | D | 106,147 | D | |
| Common Stock | Feb 21, 2016 | F | 3,414 | $3.53 | D | 102,733 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F4 | — | Feb 19, 2016 | M | 16,210 | D | — | — | Common Stock | 16,210 | 40,000 | D |
Explanation of responses
- F1Grant under the Amended and Restated 2012 Incentive Plan (as amended, the "Plan"). The restricted stock ("RS") grant consists of 50% RS that will vest pro rata annually over 3 years and 50% that will vest up to 1/3 each year the company meets approved performance goals in 2016-2018, subject to acceleration under conditions described in the Plan.
- F2Each restricted stock unit ("RSU") converts into a share of common stock on a one-for-one basis.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $3.53 to $4.28, 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 sold at each separate price within such range.
- F4Granted under the Plan on February 19, 2015. The 60,000 RSU grant consists of 50% RSUs that will vest pro rata over 3 years and 50% that will vest up to 1/3 each year the Company meets approved performance goals in 2015-2017, subject to acceleration under conditions described in the Plan.