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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | $ 0 (4) | 11/22/2017 | M | 926 | 11/22/2016(5) | 11/22/2019 | Common Stock | 926 | $ 0 | 7,409 | D | ||||
Restricted Stock Units | $ 0 (4) | 11/22/2017 | M | 4,962 | 11/22/2017(6) | 11/22/2020 | Common Stock | 4,962 | $ 0 | 14,888 | D | ||||
Restricted Stock Units | $ 0 (4) | 11/26/2017 | M | 1,876 | 08/26/2015(7) | 08/26/2018 | Common Stock | 1,876 | $ 0 | 5,628 | D | ||||
Non-qualified Stock Option (Right to Buy) | $ 80.99 | 11/27/2017 | M(1) | 4,906 | 11/22/2016(8) | 11/22/2022 | Common Stock | 4,906 | $ 0 | 117,740 | D | ||||
Non-qualified Stock Option (Right to Buy) | $ 59.64 | 11/27/2017 | M(1) | 8,625 | 08/26/2015(9) | 08/26/2021 | Common Stock | 8,625 | $ 0 | 77,620 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Hawkins Mark J THE LANDMARK @ ONE MARKET STREET SUITE 300 SAN FRANCISCO, CA 94044 |
President and CFO |
/s/ Scott Siamas, attorney-in-fact for Mark Hawkins | 11/27/2017 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Pursuant to a 10b5-1 Plan. |
(2) | Weighted average price. These shares were sold in multiple transactions at prices ranging from $106.7900 to $107.2300 inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. |
(3) | Weighted average price. These shares were sold in multiple transactions at prices ranging from $106.7900 to $107.2550 inclusive. The reporting person undertakes to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth above. |
(4) | Restricted Stock Units convert to shares of common stock on a one-for-one basis. |
(5) | These restricted stock units vest as to 25% of the original grant on November 22, 2016 and vest as to 1/16 of the original grant quarterly thereafter. |
(6) | These restricted stock units vested as to 25% of the original grant on November 22, 2017 and vest as to 1/16 of the original grant quarterly thereafter. |
(7) | These restricted stock units vest as to 25% of the original grant on August 26, 2015 and vest as to 1/16 of the original grant quarterly thereafter. |
(8) | Option vests over four years at the rate of 25% on November 22, 2016, the first anniversary of the holder's date of grant, with the balance vesting in equal monthly installments over the remaining 36 months. |
(9) | Option is exercisable and vests over four years at the rate of 25% on August 26, 2015, the first anniversary of the holder's date of grant, with the balance vesting in equal monthly installments over the remaining 36 months. |