SEC Form 4 · accession 0000912833-17-000007
WEST MARINE INC · WMAR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Barry Kelley
Officer — EVP - Stores & Wholesale
Period of report
Mar 2, 2017
Accepted (ET)
Mar 6, 2017 · 6:41 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000912833
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 2, 2017 | A | 1,263 | $9.10 | A | 72,527 | D | |
| Common StockF3 | Mar 2, 2017 | F | 1,403 | $9.10 | D | 71,124 | D | |
| Common StockF4 | Mar 2, 2017 | F | 489 | $9.10 | D | 70,635 | D | |
| Common StockF5,F6 | Mar 3, 2017 | F | 1,446 | $9.12 | D | 69,189 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Performance-based restricted stock units ("PVUs") awarded on March 2, 2015 were subject to the achievement of a certain pre-established metric over the one-year performance period ending at the end of fiscal 2015. The Compensation and Leadership Development Committee of the Issuer's Board of Directors certified the performance metric and determined the number of PVUs that were earned. The PVUs vest over a three-year period, with 33% which vested on the first anniversary of the grant date, another 33% vested on the second anniversary of the grant date, and 34% vesting on the third anniversary of the grant date, in each case subject to the continued employment with the Issuer. Upon vesting, each PVU has the same terms as the time-vested restricted stock unit ("RSU"), as described and included in footnote 2, except that the initial RSU vesting of 33% occurs upon the initial vesting of the PVU.
- F2Includes 19,761 unvested RSUs. RSUs represent the right to receive one share of common stock for each RSU upon vesting. RSUs vest over a three-year period, with 33% vesting on the first anniversary of the grant date, another 33% vesting on the second anniversary of the grant date, and 34% vesting on the third anniversary of the grant date, subject to continued employment with the Issuer. Also include 1,999 shares received in October 2016 under the Issuer's Amended and Restated Associates Stock Buying Plan.
- F3Shares withheld to cover income taxes related to the vesting of 3,630 RSUs on March 2, 2017.
- F4Shares withheld to cover income taxes related to the vesting of 1,263 PVUs on March 2, 2017.
- F5Shares withheld to cover income taxes related to the vesting of 3,740 RSUs on March 3, 2017.
- F6Does not include 30,833 exercisable stock options or 1,302 unvested PVUs.