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Filing Details

Accession Number:: 0001364954-19-000058
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-03-05 19:35:02
Reporting Period:: 2019-03-01

Accepted Time:: 2019-03-05 19:35:02
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	Explanation
Common Stock	Acquisiton	2019-03-01	37,110	$0.00	236,057	No	4	A	Direct
Common Stock	Acquisiton	2019-03-01	96,383	$0.00	332,440	No	4	A	Direct
Common Stock	Disposition	2019-03-01	15,930	$40.42	316,510	No	4	F	Direct
Common Stock	Disposition	2019-03-01	67,306	$40.42	164,564	No	4	F	Direct
Common Stock	Disposition	2019-03-01	84,640	$38.91	84,559	No	4	S	Indirect	By Andy and Pam Brown Family Trust

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	A	Direct
No	4	A	Direct
No	4	F	Direct
No	4	F	Direct
No	4	S	Indirect	By Andy and Pam Brown Family Trust

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 2018 (the "2018 PSUs") that shall now be subject to time-based vesting following the Compensation Committee's determination of the achievement of certain performance measurements on February 20, 2019. The shares subject to the 2018 PSUs allocated to each performance metric shall vest as follows: 1/3 on March 1, 2019, 1/3 on March 1, 2020 and the remaining 1/3 on March 1, 2021, 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 2018 PSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of the 2018 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 reporting person contributed 84,640 shares of CHGG common stock to the Andy and Pam Brown Family Trust on March 1, 2019, in a transaction that resulted in a change in form of beneficial ownership from direct to indirect.
The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 2, 2018.
Reflects a change in form of ownership of an aggregate of 84,640 shares resulting from the release of directly-held RSUs and PSUs.
The Reporting Person is a Co-Trustee.