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Filing Details

Accession Number:: 0001364954-18-000064
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-03-02 21:53:36
Reporting Period:: 2018-03-01

Accepted Time:: 2018-03-02 21:53:36
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1364954	Chegg Inc	CHGG	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1226866	J Andrew Brown	C/O Chegg, Inc 3990 Freedom Cir Santa Clara CA 95054	Chief Financial Officer	No	Yes	No	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2018-03-01	65,989	$0.00	675,583	No	4	A	Direct
Common Stock	Acquisiton	2018-03-01	204,756	$0.00	880,339	No	4	A	Direct
Common Stock	Disposition	2018-03-01	33,840	$19.70	846,499	No	4	F	Direct
Common Stock	Disposition	2018-03-01	22,559	$19.70	823,940	No	4	F	Direct
Common Stock	Disposition	2018-03-01	5,300	$20.00	818,640	No	4	S	Direct
Common Stock	Disposition	2018-03-02	82,200	$20.29	736,440	No	4	S	Direct

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

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	17,117	Indirect	By Andy and Pam Brown Family Trust
Common Stock	5,000	Indirect	By Child

Footnotes

Represents an award of restricted stock units ("RSU", and each a "RSU"). Each RSU represents a contingent right to receive one share of common stock of the Issuer upon vesting.
Represents the number of shares of Common Stock subject to PSUs granted to the Reporting Person in 2017 (the "2017 PSUs") that shall now be subject to time-based vesting following the Compensation Committee's determination of the achievement of certain performance measurements on March 1, 2018. The shares subject to the 2017 PSUs allocated to each performance metric shall vest as follows: 1/3 on March 1, 2018, 1/3 on March 1, 2019 and the remaining 1/3 on March 1, 2020, subject to the Reporting Person's continued service up to and through the applicable vesting dates.
Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the 2017 PSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of the 2017 PSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.
Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.
The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 3, 2017.
The reporting person contributed 269,390 shares of CHGG common stock to the Andy and Pam Brown Family Trust on November 16, 2016, in a transaction that resulted in a change in form of beneficial ownership from direct to indirect.