SEC Form 4 · accession 0000918581-15-000001
CMTSU Liquidation, Inc. · CBRI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Boustridge
Officer — President & CEO · Director
Period of report
Dec 29, 2014
Accepted (ET)
Jan 5, 2015 · 5:30 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000918581
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $.01 par value | Dec 31, 2014 | M | 67,060 | $0.00 | A | 202,443 | D | |
| Common Stock, $.01 par value | Dec 31, 2014 | F | 28,131 | $3.55 | D | 174,312 | 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 UnitF3,F4,F5 | — | Dec 29, 2014 | A | 350,000 | A | Dec 29, 2017 | — | Common Stock, $.01 par value | 350,000 | 1,020,601 | D |
| Restricted Stock UnitF3,F6,F7 | — | Dec 31, 2014 | M | 67,060 | D | Dec 31, 2014 | — | Common Stock, $.01 par value | 67,060 | 953,541 | D |
Explanation of responses
- F1Represents shares acquired upon release of restricted stock units.
- F2Represents shares withheld from the released restricted stock units for the payment of applicable income and payroll withholding taxes due on release.
- F3Each Restricted Stock Unit represents a contingent right to receive one share of CIBER, Inc. common stock.
- F4These RSUs will vest 100% after a three year cliff.
- F5RSU converts to common stock over 3 year life (per vesting schedule)
- F6The inducement grant of 804,721 RSUs and 815,217 NQ Stock Options (the "Inducement Grant"), was made to Mr. Boustridge in agreement with his appointment as President & CEO. The RSUs will vest quarterly, beginning with an initial installment that will vest on the date of grant, a second installment that will vest at the end of the first month and continue for a period of 30 months. The Options will vest monthly beginning with an initial installment that will vest on the date of grant, monthly vesting will continue at the end of the first month and continue for a period of 46 months.
- F7RSU converts to common stock over 30 month life (per vesting schedule)