SEC Form 4 · accession 0001209191-19-005778
WisdomTree, Inc. · WT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stuart Bell
Officer — Chief Operating Officer
Period of report
Jan 25, 2019
Accepted (ET)
Jan 29, 2019 · 5:06 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000880631
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jan 25, 2019 | A | 71,028 | $0.00 | A | 132,653 | D | |
| Common StockF3,F2 | Jan 25, 2019 | F | 1,442 | $0.00 | D | 131,211 | D | |
| Common StockF3,F4 | Jan 27, 2019 | F | 1,126 | $0.00 | D | 130,085 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Based Restricted Stock UnitsF5,F6 | $0.00 | Jan 25, 2019 | A | 17,757 | A | Jan 25, 2022 | — | Common Stock | 17,757 | 17,757 | D |
Explanation of responses
- F1Restricted stock awarded by Issuer on January 25, 2019 and vesting as to 23,676 shares on each of January 25, 2020, 2021 and 2022.
- F2Includes restricted stock awards which vest as to (i) 2,945 shares on January 27, 2019, (ii) 4,771 shares on September 12, 2019, (iii) 27,445 shares on January 25, 2020, (iv) 26,216 shares on January 25, 2021 and (v) 23,676 shares on January 25, 2022.
- F3Surrender of common stock to Issuer upon vesting of restricted stock award to cover withholding taxes.
- F4Includes restricted stock awards which vest as to (i) 4,771 shares on September 12, 2019, (ii) 27,445 shares on January 25, 2020, (iii) 26,216 shares on January 25, 2021 and (iv) 23,676 shares on January 25, 2022.
- F5On the third anniversary of the grant date, the Performance-Based Restricted Stock Units ("PRSUs") will vest and the number of shares of the Issuer's common stock ("Common Stock") to be issued pursuant to the PRSUs will be determined based on the total shareholder return ("TSR") of the Common Stock relative to the respective TSRs of the stocks of a peer group of companies, each measured over a three-year period from the date of grant of the PRSUs. The number of shares of Common Stock to be issued upon vesting of the PRSUs will range between 0% to 200% of the number of shares indicated above (the target share amount).
- F6(Continuation of Footnote 5) - If the Reporting Person's employment is terminated under certain circumstances or a change of control occurs prior to the third anniversary of the grant date, all or a portion of the PRSUs will vest and the number of shares of Common Stock to be issued pursuant to the PRSUs will be determined at such time, based on the respective TSRs of the Common Stock and the stocks of the peer group, each measured from the grant date to the accelerated vesting date. PRSUs have no voting rights and are generally non-transferable.