Filing Details
- Accession Number:
- 0001490660-16-000179
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2016-02-18 17:01:38
- Reporting Period:
- 2016-02-16
- Filing Date:
- 2016-02-18
- Accepted Time:
- 2016-02-18 17:01:38
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1490660 | Marketo Inc. | MKTO | Services-Prepackaged Software (7372) | 562558241 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1220396 | Sanjay Dholakia | 901 Mariners Island Blvd San Mateo CA 94404 | Svp & Chief Marketing Officer | 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 | 2016-02-16 | 4,705 | $0.00 | 44,559 | No | 4 | M | Direct | |
Common Stock | Disposition | 2016-02-17 | 5,600 | $15.39 | 38,959 | No | 4 | S | Direct | |
Common Stock | Acquisiton | 2016-02-17 | 17,750 | $0.00 | 56,709 | No | 4 | A | Direct |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | M | Direct | |
No | 4 | S | Direct | |
No | 4 | A | Direct |
Reported Derivative Transactions
Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
---|---|---|---|---|---|---|---|
Common Stock | Performance Shares | Disposition | 2016-02-16 | 4,705 | $0.00 | 4,705 | $0.00 |
Common Stock | Performance Shares | Acquisiton | 2016-02-17 | 17,750 | $0.00 | 17,750 | $0.00 |
Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
---|---|---|---|---|---|---|
20,295 | 2017-12-31 | No | 4 | M | Direct | |
17,750 | 2018-12-31 | No | 4 | A | Direct |
Footnotes
- Represents the settlement, for common stock, of previously granted market stock units (performance shares).
- Includes 829 shares of common stock acquired under Marketo's Employee Stock Purchase Plan on 2/16/2016.
- Represents 3,906 shares sold by the reporting person to cover tax withholding obligations in connection with the vesting of restricted stock units and 1,694 shares sold to cover tax withholding obligations in connection with the vesting of market stock units. This sale is mandated by the Issuer's election under its 2013 Equity Incentive Plan to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.
- This transaction was executed in multiple trades at prices ranging from $15.23 to $15.55. 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.
- Represents shares of common stock that are issuable pursuant to Restricted Stock Unit ("RSU") awards. The RSUs shall become vested as follows: twenty-five percent (25%) of the RSUs will vest on the first Company Vest Date (as defined below) on or after the first anniversary of February 15, 2016 (the "Initial Vest Date"), and twenty-five (25%) of the RSUs will vest each year thereafter on the Company Vest Date that occurs in the same month as the Initial Vest Date, subject to participant continuing to be a service provider through each such date. "Company Vest Dates" are February 15, May 15, August 15, and November 15 of each year, provided however that if a Company Vest Date would otherwise fall on a weekend or holiday, that Company Vest Date will be the first business day following the relevant Company Vest Date.
- Market stock units are performance share awards that are subject to vesting over three performance periods ending December 31, 2015, December 31, 2016 and December 31, 2017, in each case subject to the reporting person continuing to be a service provider through the applicable vesting date. The awards become eligible to vest based on the performance of the Company's stock price compared the total return of a share of the NASDAQ Composite Index over the same comparison periods and the reporting person has the ability to earn up to 150% of the baseline award (as previously reported) based on certain levels of achievement in excess of target performance.
- Market stock units are performance share awards that are subject to vesting over three performance periods ending December 31, 2016, December 31, 2017 and December 31, 2018, in each case subject to the reporting person continuing to be a service provider through the applicable vesting date. The awards become eligible to vest based on the performance of the Company's stock price compared the total return of a share of the NASDAQ Composite Index over the same comparison periods and the reporting person has the ability to earn up to 150% of the baseline award based on certain levels of achievement in excess of target performance.