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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Barlow Jeff D. 2180 HARVARD STREET SUITE 400 SACRAMENTO, CA 95815 |
Chief Legal Officer |
Jeff D. Barlow | 03/05/2019 | |
**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) | Grant of restricted stock under the Issuer's 2011 Equity Incentive Plan, as amended. |
(2) | Represents the closing price of the Issuer's common stock on March 1, 2019. |
(3) | The shares were applied to the payment of withholding taxes arising in connection with vesting of 10,579 shares of restricted stock on March 1, 2019. |
(4) | Shares issued in settlement of previously granted Performance Stock Unit Award dated March 1, 2017, subject to vesting based on achievement of a Company growth/expansion metric. |
(5) | Shares issued in settlement of previously granted Performance Stock Unit Award dated March 1, 2017, subject to vesting based on achievement of a net profit margin metric. |
(6) | The shares were applied to the payment of withholding taxes arising in connection with the settlement of the above PSU awards. |
(7) | The shares vest as follows: (i) the 5,780 newly granted shares vest in one-third increments on each of March 1, 2020, March 1, 2021, and March 1, 2022; (ii) 7,419 shares are subject to vesting on each of March 1, 2020, and March 1, 2021; (iii) 3,158 shares are subject to vesting on March 1, 2020; (iii) 3,132 shares are subject to vesting on March 7, 2019, based on the Company's 2018 after tax profit margin; (iv) an additional 3,132 shares are subject to vesting on March 7, 2019; the remainder of the shares are vested. |