4//SEC Filing
Orogen Viper LLC 4
Accession 0000950103-19-012505
CIK 0001207074other
Filed
Sep 18, 8:00 PM ET
Accepted
Sep 19, 4:27 PM ET
Size
20.7 KB
Accession
0000950103-19-012505
Insider Transaction Report
Form 4
VIRTUSA CORPVRTU
Orogen Viper LLC
Director
Transactions
- Award
Common Stock
2019-09-17+3,558→ 11,846 total(indirect: See Footnotes)
Angelakis Michael J
Director
Transactions
- Award
Common Stock
2019-09-17+3,558→ 11,846 total(indirect: See Footnotes)
Atairos-Orogen Holdings, LLC
Director
Transactions
- Award
Common Stock
2019-09-17+3,558→ 11,846 total(indirect: See Footnotes)
Atairos Group, Inc.
Director
Transactions
- Award
Common Stock
2019-09-17+3,558→ 11,846 total(indirect: See Footnotes)
Atairos Partners, L.P.
Director
Transactions
- Award
Common Stock
2019-09-17+3,558→ 11,846 total(indirect: See Footnotes)
Orogen Group LLC
Director
Transactions
- Award
Common Stock
2019-09-17+3,558→ 11,846 total(indirect: See Footnotes)
Orogen Holdings LLC
Director
Transactions
- Award
Common Stock
2019-09-17+3,558→ 11,846 total(indirect: See Footnotes)
PANDIT VIKRAM S
Director
Transactions
- Award
Common Stock
2019-09-17+3,558→ 11,846 total(indirect: See Footnotes)
Atairos Partners GP, Inc.
Director
Transactions
- Award
Common Stock
2019-09-17+3,558→ 11,846 total(indirect: See Footnotes)
Footnotes (4)
- [F1]In his capacity as a director of Virtusa Corporation (the "Issuer"), Vikram S. Pandit ("Mr. Pandit"), was granted under the Issuer's Fourth Amended and Restated Director Compensation Policy and 2015 Stock Option and Incentive Plan 3,558 shares of restricted stock units of the Issuer which will vest 33.33% on each of 9/1/2020, 9/1/2021 and 9/1/2022, subject to Mr. Pandit's continued service as a director of the Issuer through the applicable vesting date.
- [F2]The reported securities do not include 108,000 shares of the Issuer's 3.875% Series A Convertible Preferred Stock (the "Convertible Preferred"), which are convertible by the holders thereof, at their option, at any time before May 3, 2024, into shares of the Issuer's common stock (the "Common Stock"), and which, as reported on the Initial Statement of Beneficial Ownership of Securities on Form 3, as filed by the Reporting Persons on May 5, 2017, are collectively convertible at an initial conversion rate of 27.77778 shares of Common Stock per share of Convertible Preferred, into 3,000,000 shares of Common Stock.
- [F3]Mr. Pandit is the Chairman and Chief Executive Officer of Orogen Viper LLC ("OV"), which directly owns the Convertible Preferred and therefore beneficially owns the underlying Common Stock of the Issuer that can be acquired upon conversion of the Convertible Preferred. Orogen Holdings LLC and Atairos-Orogen Holdings, LLC are the members jointly control the investment decisions of The Orogen Group LLC ("Orogen"), which is the sole member of OV. Mr. Pandit controls a majority of the voting power of Orogen Holdings LLC. Atairos Group, Inc. ("Atairos") is the sole voting shareholder of Atairos-Orogen Holdings, LLC. Michael Angelakis is the Chairman and Chief Executive Officer of Atairos and directly or indirectly controls a majority of the voting power of Atairos Partners GP, Inc., which, in turn, is the general partner of Atairos Partners L.P., the sole voting shareholder of Atairos.
- [F4]Because of an arrangement among the Reporting Persons with respect to the equity grants received by Mr. Pandit in his capacity as a director of the Issuer, each Reporting Person may be deemed to have beneficial ownership of the reported securities, provided that each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein.
Documents
Issuer
VIRTUSA CORP
CIK 0001207074
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001705498
Filing Metadata
- Form type
- 4
- Filed
- Sep 18, 8:00 PM ET
- Accepted
- Sep 19, 4:27 PM ET
- Size
- 20.7 KB