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Filing Details

Accession Number:: 0001209191-17-048756
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2017-08-14 16:23:22
Reporting Period:: 2017-08-10

Filing Date:: 2017-08-14
Accepted Time:: 2017-08-14 16:23:22
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1207074	Virtusa Corp	VRTU	Services-Computer Programming Services (7371)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1406397	A Kris Canekeratne	C/O Virtusa Corporation 2000 West Park Drive Westborough MA 01581	Chairman & Ceo	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2017-08-10	34,266	$35.02	616,186	No	4	A	Direct
Common Stock	Disposition	2017-08-14	6,000	$36.68	610,186	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	A	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	performance-based restricted stock unit award	Acquisiton	2017-08-10	137,064	$0.00	137,064	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
137,064			No	4	A	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	276,261	Indirect	Held by Spouse
Common Stock	41,110	Indirect	Held by Kris Canekeratne Irreovocable Trust
Common Stock	41,110	Indirect	Held by Irrevocable Trust of spouse
Comm	14,692	Indirect	Held by Kavan A. Canekeratne IDI Trust
Common Stock	14,692	Indirect	Held by Shane A. Canekeratne IDI Trust

Footnotes

On 8/10/2017, the reporting person was granted shares of time-based restricted stock units issuable (upon full vest) for the number of shares listed above under the Company's 2015 Stock Option and Incentive Plan. The issuance price of the shares was determined based on the Company's equity award policy. The shares are subject to a three-year vesting period with one-third of the shares vesting annually on each June 1, 2018, 2019 and 2020 respectively. The entire award will vest on 6/1/2020. The grantee has no voting rights with respect to the shares underlying the award until vested.
These shares were sold pursuant to a 10b5-1 Sales Plan Agreement dated as of May 19, 2017 entered into by and between Kris Canekeratne and an investment bank.
This transaction was executed in multiple trades at prices ranging from $36.36 to $37.12 per share. 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.
On 8/10/2017, the reporting person was granted a performance-based restricted stock unit award issuable for the number of shares listed above under the Company's 2015 Stock Option and Incentive Plan. The award vests only upon the Company's achievement of two weighted performance metrics, revenue (50%) and non-GAAP operating income targets (50%) for fiscal year ending 3/31/18 ("FY18"). To the extent the shares conditionally vest per the performance targets for FY18, then 33% of such award will vest on 9/1/18 and the remaining 67% will vest on 3/1/20. Per the performance criteria for the award, the reporting person can earn the number of shares listed above at 100% of plan. Of such shares, the number of units that actually vest will be 0% to 200% of the scheduled amount, depending on the extent to which the Company meets or exceeds the financial performance goals. The grantee has no voting rights with respect to the shares underlying the award until vested.