SEC Form 4 · accession 0000911916-18-000145
FARO TECHNOLOGIES INC · FARO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jody Storm Gale
Officer — SVP/General Counsel/Secretary
Period of report
Jul 31, 2018
Accepted (ET)
Aug 2, 2018 · 5:09 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000917491
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jul 31, 2018 | M | 8,500 | $49.60 | A | 15,089 | D | |
| Common StockF1 | Jul 31, 2018 | S | 8,500 | $65.2748 | D | 6,589 | D | |
| Common Stock | Aug 1, 2018 | M | 5,097 | $49.60 | A | 11,686 | D | |
| Common Stock | Aug 1, 2018 | M | 3,554 | $59.97 | A | 15,240 | D | |
| Common Stock | Aug 1, 2018 | M | 5,167 | $34.55 | A | 20,407 | D | |
| Common StockF2 | Aug 1, 2018 | S | 13,818 | $65.0536 | D | 6,589 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F3 | $49.60 | Jul 31, 2018 | M | 8,500 | D | — | Feb 3, 2021 | Common Stock | 8,500 | 5,097 | D |
| Employee Stock Option (right to buy)F3 | $49.60 | Aug 1, 2018 | M | 5,097 | D | — | Feb 3, 2021 | Common Stock | 5,097 | 0 | D |
| Employee Stock Option (right to buy)F4 | $59.97 | Aug 1, 2018 | M | 3,554 | D | — | Feb 27, 2022 | Common Stock | 3,554 | 2 | D |
| Employee Stock Option (right to buy)F5 | $34.55 | Aug 1, 2018 | M | 5,167 | D | — | Mar 3, 2024 | Common Stock | 5,167 | 10,335 | D |
Explanation of responses
- F1Represents the sale of 8,500 shares in multiple transactions ranging in price from $65.00 to $65.55 per share, resulting in a weighted average sale price of $65.2748. The reporting person will provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price within the range.
- F2Represents the sale of 13,818 shares in multiple transactions ranging in price from $65.00 to $65.30 per share, resulting in a weighted average sale price of $65.0536. The reporting person will provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each price within the range.
- F3These stock options vested in three equal annual installments beginning on February 3, 2015.
- F4On February 27, 2015, the reporting person was granted performance-based stock options to purchase 12,803 shares of common stock, with the number of stock options earned to be determined based on the extent to which certain performance conditions for each of fiscal years 2015, 2016 and 2017 were met. As determined on each of February 11, 2016, March 3, 2017 and March 20, 2018, the reporting person earned stock options to purchase 1,066, 1,423 and 1,067 shares of common stock, respectively, based on the Company's fiscal year 2015, 2016 and 2017 performance, which stock options vested as of the respective determination date.
- F55,167 stock options vested on March 3, 2018, and the remaining 10,335 stock options are scheduled to vest in equal installments on March 3, 2019 and March 3, 2020.