Filing Details
- Accession Number:
- 0001144204-13-013327
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2013-03-06 17:38:15
- Reporting Period:
- 2013-02-08
- Filing Date:
- 2013-03-06
- Accepted Time:
- 2013-03-06 17:38:15
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1333513 | Dealertrack Technologies Inc | TRAK | Services-Computer Integrated Systems Design (7373) | 522336218 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1342332 | Douglas Eric Jacobs | 1111 Marcus Ave. Suite M04 Lake Success NY US 11042 | Svp, Cfo And Cao | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2013-03-04 | 10,391 | $0.00 | 33,178 | No | 4 | A | Direct | |
| Common Stock | Acquisiton | 2013-02-08 | 12,527 | $0.00 | 41,057 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2013-02-08 | 12,527 | $31.83 | 28,530 | No | 4 | S | Direct | |
| Common Stock | Disposition | 2013-03-04 | 4,460 | $28.88 | 28,718 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | A | Direct | |
| No | 4 | M | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Non-Qualified Stock Option (right to buy) | Acquisiton | 2013-03-04 | 27,862 | $0.00 | 27,862 | $28.87 |
| Common Stock | Performance Stock Unit | Acquisiton | 2013-03-04 | 10,127 | $0.00 | 10,127 | $0.00 |
| Common Stock | Performance Stock Unit | Disposition | 2013-02-08 | 15,960 | $0.00 | 15,960 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 27,862 | 2020-03-04 | No | 4 | A | Direct | |
| 10,127 | 2016-02-28 | No | 4 | A | Direct | |
| 0 | 2013-02-08 | 2013-02-08 | No | 4 | M | Direct |
Footnotes
- Each restricted stock unit represents a contingent right to receive one share of DealerTrack common stock. The restricted stock units vest in four equal annual installments beginning March 4, 2014.
- Includes 28,538 restricted stock units.
- 25% of the shares subject to the option will vest on March 4, 2014, and 1/36th of the remaining shares subject to the option will vest each month thereafter, such that 100% of the shares subject to the option will be fully vested on March 4, 2017.
- This amount represents the target number of PSUs (100%) awarded and is subject to adjustment ranging from 0% (threshold) to 150% (maximum) based on the percentage achievement of the performance goals
- The Performance Stock Units will vest in full on February 28, 2016 subject to the achievement of certain performance goals. These performance goals are equally based on both the Company's Revenue for calendar year 2013 and the total shareholder return of the Company's common stock as compared to other companies in the NASDAQ U.S. Benchmark Software Index in the aggregate for calendar years 2013, 2014 and 2015.
- This amount represents the number of shares that the performance share units which vested on March 18, 2013 conversted into based on the acheivement of performance targets.
- The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 30, 2011.
- This transaction was executed in multiple trades at prices ranging from $31.65 to $31.98. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- This transaction was executed in multiple trades at prices ranging from $28.64 to $29.04. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- Includes 28,718 restricted stock units.
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