Filing Details
- Accession Number:
- 0001140361-14-044183
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2014-12-04 16:24:18
- Reporting Period:
- 2014-12-02
- Filing Date:
- 2014-12-04
- Accepted Time:
- 2014-12-04 16:24:18
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1433714 | Castlight Health Inc. | CSLT | Services-Computer Processing & Data Preparation (7374) | 000000000 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1601554 | M. Giovanni Colella | C/O Castlight Health, Inc. Two Rincon Ctr., 121 Spear St., Ste. 300 San Francisco CA 94105 | Ceo And Co-Founder | Yes | Yes | Yes | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common Stock | Acquisiton | 2014-12-02 | 27,900 | $0.00 | 27,900 | No | 4 | C | Direct | |
| Class B Common Stock | Disposition | 2014-12-02 | 27,900 | $12.57 | 0 | No | 4 | S | Direct | |
| Class B Common Stock | Acquisiton | 2014-12-03 | 9,300 | $0.00 | 9,300 | No | 4 | C | Direct | |
| Class B Common Stock | Disposition | 2014-12-03 | 9,300 | $12.46 | 0 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | C | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Class A Common Stock | Employee Stock Option (right to buy) | Disposition | 2014-12-02 | 27,900 | $0.00 | 27,900 | $1.12 |
| Class B Common Stock | Class A Common Stock | Acquisiton | 2014-12-02 | 27,900 | $0.00 | 27,900 | $0.00 |
| Class B Common Stock | Class A Common Stock | Disposition | 2014-12-02 | 27,900 | $0.00 | 27,900 | $0.00 |
| Class A Common Stock | Employee Stock Option (right to buy) | Disposition | 2014-12-03 | 9,300 | $0.00 | 9,300 | $1.12 |
| Class B Common Stock | Class A Common Stock | Acquisiton | 2014-12-03 | 9,300 | $0.00 | 9,300 | $0.00 |
| Class B Common Stock | Class A Common Stock | Disposition | 2014-12-03 | 9,300 | $0.00 | 9,300 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 20,100 | 2023-04-08 | No | 4 | M | Direct | |
| 27,900 | No | 4 | M | Direct | ||
| 0 | No | 4 | C | Direct | ||
| 10,800 | 2023-04-08 | No | 4 | M | Direct | |
| 9,300 | No | 4 | M | Direct | ||
| 0 | No | 4 | C | Direct |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Class B Common Stock | Class A Common Stock | $0.00 | 4,421,523 | 4,421,523 | Indirect | ||
| Class B Common Stock | Class A Common Stock | $0.00 | 600,000 | 600,000 | Indirect | ||
| Class B Common Stock | Class A Common Stock | $0.00 | 250,000 | 250,000 | Indirect | ||
| Class B Common Stock | Class A Common Stock | $0.00 | 600,000 | 600,000 | Indirect | ||
| Class B Common Stock | Class A Common Stock | $0.00 | 250,000 | 250,000 | Indirect |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 4,421,523 | 4,421,523 | Indirect | |
| 600,000 | 600,000 | Indirect | |
| 250,000 | 250,000 | Indirect | |
| 600,000 | 600,000 | Indirect | |
| 250,000 | 250,000 | Indirect |
Footnotes
- The transactions reported on this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the reporting person on August 1, 2014.
- Represents the aggregate of sales effected on the same day at different prices.
- Represents the weighted average sales price per share. The shares sold at prices ranging from $12.40 to $12.63 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
- Represents the weighted average sales price per share. The shares sold at prices ranging from $12.25 to $12.64 per share. Full information regarding the number of shares sold at each price shall be provided upon request to the staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder of the Issuer.
- The stock option has fully vested and is immediately exercisable.
- Each share of Class A Common Stock is convertible, at any time at the option of the holder, into one (1) share of Class B Common Stock. In addition, each share of Class A Common Stock will convert automatically into one (1) share of Class B Common Stock upon the transfer, whether or not for value, that occurs after the closing of the IPO to any transferee who is not a "Permitted Transferee", as defined in the Issuer's Restated Certificate of Incorporation in effect as of the date hereof. The shares of Class A Common Stock have no expiration date.
- Each share of the Issuer's Class A Common Stock will convert automatically into one (1) share of Class B Common Stock upon the earliest to occur of the following: (a) the first date on which the number of shares of Class A Common Stock then outstanding is less than 15,340,384 shares, (b) March 19, 2024, or (c) a time and date approved in writing by holders of at least a majority of the then-outstanding shares of Class A Common Stock. The shares of Class A Common Stock and Class B Common Stock have no expiration date.
- Reporting Person serves as a co-trustee.
- Reporting Person serves as trustee and sole beneficiary.
- Reporting Person's spouse serves as trustee and sole beneficiary.
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