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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 | (1) | 09/09/2018 | M | 2,413 | (4) | (4) | Common Stock | 2,413 | $ 0 | 4,825 | D | ||||
Restricted Stock Units | (1) | 09/09/2018 | M | 2,798 | (5) | (5) | Common Stock | 2,798 | $ 0 | 16,789 | D | ||||
Restricted Stock Units | (1) | 09/09/2018 | M | 136 | (6) | (6) | Common Stock | 136 | $ 0 | 816 | D | ||||
Restricted Stock Units | (1) | 09/09/2018 | M | 906 | (7) | (7) | Common Stock | 906 | $ 0 | 9,063 | D | ||||
Restricted Stock Units | (1) | 09/09/2018 | M | 3,563 | (8) | (8) | Common Stock | 3,563 | $ 0 | 10,683 | D | ||||
Restricted Stock Units | (1) | 09/09/2018 | M | 875 | (9) | (9) | Common Stock | 875 | $ 0 | 12,255 | D | ||||
Stock Option (Right to Buy) | $ 6.7 | 09/10/2018 | M | 15,000 | (10) | 03/09/2026 | Common Stock | 15,000 | $ 0 | 96,940 | D | ||||
Stock Option (Right to Buy) | $ 6.7 | 09/11/2018 | M | 15,000 | (10) | 03/09/2026 | Common Stock | 15,000 | $ 0 | 81,940 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Musi Diane C/O CARE.COM, INC. 77 FOURTH AVENUE, 5TH FLOOR WALTHAM, MA 02451 |
General Counsel and Secretary |
/s/ Diane Musi | 09/11/2018 | |
**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) | Each restricted stock unit represents a contingent right to receive one share of Issuer common stock. |
(2) | The sales reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the reporting person on August 10, 2018. |
(3) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $19.70 to $19.90, inclusive. The reporting person undertakes to provide to Issuer, any security holder of 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 in footnote (3) to this Form 4. |
(4) | The restricted stock units will vest as to 6.25% of the original number of restricted stock units at the end of each successive three month period from March 9, 2015 until March 9, 2019. The restricted stock units have no expiration date. |
(5) | The restricted stock units will vest as to 6.25% of the original number of restricted stock units at the end of each successive three month period from March 9, 2016 until March 9, 2020. The restricted stock units have no expiration date. |
(6) | The restricted stock units will vest as to 25% of the original grant on March 9, 2017. The balance of the grant will vest in twelve equal quarterly installments beginning on June 9, 2017. The restricted stock units have no expiration date. |
(7) | The restricted stock units will vest in sixteen equal installments beginning on June 9, 2017. The restricted stock units have no expiration date. |
(8) | The restricted stock units will vest as to one-third of the original grant on February 26, 2018. The balance of the grant will vest in four equal semi-annual installments on each September 9 and March 9 thereafter, until fully-vested on March 9, 2020. The restricted stock units have no expiration date. |
(9) | The restricted stock units will vest in sixteen equal installments beginning on June 9, 2018. The restricted stock units have no expiration date. |
(10) | The underlying shares subject to the option vest and become exercisable in successive, equal quarterly installments over four years measured from March 9, 2016. |
(11) | These shares were sold to cover tax withholding obligations created by the vesting of Reporting Person's restricted stock units. |
(12) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.00 to $20.10, inclusive. The reporting person undertakes to provide to Issuer, any security holder of 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 in footnote (12) to this Form 4. |