SEC Form 4 · accession 0001179110-17-011338
TESSCO TECHNOLOGIES INC · TESS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Craig A. Oldham
Officer — Senior Vice President
Period of report
Aug 8, 2017
Accepted (ET)
Aug 10, 2017 · 5:03 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000927355
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Unit (RSU)F1,F2 | — | Aug 8, 2017 | A | 4,000 | A | — | — | Common Stock | 4,000 | 4,000 | D |
Explanation of responses
- F1Each Restricted Stock Unit (or RSU) represents a conditional right to receive one share of TESSCO Technologies Incorporated common stock.
- F2Subject to the more detailed terms of the applicable Restricted Stock Unit Agreement, the number of shares of common stock "earned" from time to time is determined by multiplying the number of RSUs covered by the award by a fraction, the numerator of which is the amount of cumulative dividends (regular, ordinary and special) declared and paid (or under certain circumstances deemed declared and paid), if any, on the Common Stock over an earnings period of up to four years, and the denominator of which is $3.20. Any shares "earned" (or deemed earned) are then paid upon the fourth anniversary of the award date or upon certain earlier events, provided that the reporting person then remains employed by the Corporation. In no event may more shares of common stock be issued than the number of RSUs awarded. Upon termination of employment for Cause, or voluntarily by the Reporting Person (other than in the case of Disability), all "earned" shares are forfeited.
- F3By filing this Form 4, the Reporting Person does not admit that the RSUs referenced here are derivative securities or that filing of this Form 4 was required at this time.