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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 | ||||||||
Employee Stock Option (right to buy) | $ 30.87 | 11/27/2018 | M | 1,250 | (6) | 11/05/2023 | Class A Common Stock | 1,250 | $ 0 | 3,750 | D | ||||
Employee Stock Option (right to buy) | $ 30.87 | 11/27/2018 | M | 1,250 (7) | 09/12/2018 | 11/05/2023 | Class A Common Stock | 1,250 | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Anderson Ritchie L. 5075 KIMBERLY WAY LOUDON,, TN 37774 |
Chief Operating Officer |
Ritchie L. Anderson /s/ Wayne Wilson as attorney in fact | 11/29/2018 | |
**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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.50 to $46.45, 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 ranges set forth in footnotes (1), (3), (4) and (5). |
(2) | Includes 2,500 shares of restricted stock vesting in two equal installments beginning on November 4, 2019, 1,303 restricted stock units vesting on November 6, 2019, 4,125 shares of restricted stock vesting in three equal installments beginning on November 6, 2019, and 6,000 shares of restricted stock vesting in four equal installments beginning on November 6, 2019. The restricted stock units represent the contingent right to receive an equivalent number of shares of the Issuer's Class A Common Stock. |
(3) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.50 to $46.33, inclusive. |
(4) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.50 to $46.48, inclusive. |
(5) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.50 to $46.42, inclusive. |
(6) | The option vests in four equal installments beginning on November 6, 2018. As of the date hereof, an option to purchase 1,250 shares had fully vested and the remaining options to purchase 3,750 shares will vest in three equal annual installments beginning on November 6, 2019. |
(7) | As of the date hereof, a performance-based option to purchase 1,250 shares had fully vested under options granted on November 6, 2017. |