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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 | |
Stefano Caroti 250 COROMAR DRIVE GOLETA, CA 93117 |
President of Omni Channel |
/s/ Lisa Bereda for Stefano Caroti as Attorney in Fact | 06/28/2018 | |
**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) | The Time-Based RSUs were granted pursuant to the Issuer's 2015 Stock Incentive Plan. The Time-Based RSUs vest as to 33.33% of the underlying shares on 8/15/2019, 33.33% on 8/15/2020 and 33.34% on 8/15/2021, subject to the satisfaction of continuous service requirements. At the time that continuous service requirements cease to be met, no further vesting will occur and the remaining Time-Based RSUs will not be earned. The Time-Based RSUs will be settled in the Issuer's common stock upon satisfaction of the vesting conditions. |
(2) | The Performance-Based RSUs were granted pursuant to the Issuer's 2015 Stock Incentive Plan. The Performance-Based RSUs may vest subject to the Issuer's achievement of a pre-established "Earnings Per Share" target for the fiscal year ending March 31, 2019. If the performance target is met, the Performance-Based RSUs will then vest as to 33.33% of the underlying shares on 8/15/2019, 33.33% on 8/15/2020 and 33.34% on 8/15/2021. If the performance target is not met, no vesting will occur and the Performance-Based RSUs will be cancelled. The Performance-Based RSUs will be settled in the Issuer's common stock upon satisfaction of the vesting conditions. |
(3) | Reflects cancellation of unearned long-term performance based awards granted November 18, 2015. |
(4) | Reflects cancellation of unearned performance based awards granted June 29, 2016. |