4//SEC Filing
PRGX GLOBAL, INC. 4
Accession 0001209191-17-024273
CIK 0001007330operating
Filed
Apr 2, 8:00 PM ET
Accepted
Apr 3, 6:51 PM ET
Size
9.8 KB
Accession
0001209191-17-024273
Insider Transaction Report
Form 4
Cochrane Michael
SVP, Global Client Operations
Transactions
- Award
Performance-Based Restricted Stock Unit
2017-03-30+30,000→ 30,000 total→ Common Stock (30,000 underlying) - Award
Common Stock
2017-03-30+20,000→ 102,125 total
Footnotes (5)
- [F1]Grant of restricted stock that vests in three equal installments on each of March 30, 2018, 2019 and 2020.
- [F2]Includes (i) 13,334 shares that vest on June 27, 2017 and (ii) 20,000 shares of restricted stock that vest in three equal installments on each of March 30, 2018, 2019 and 2020.
- [F3]Each Performance-Based Restricted Stock Unit ("Unit") corresponds to a share of common stock of the Company. If vested, 100% of the vested Units will be paid in whole shares of common stock. 65% of the Units vest and become payable based on the cumulative revenue from continuing operations and 35% of the Units vest and become payable on the cumulative adjusted EBITDA from continuing operations that the Company achieves, in each case, for the two-year performance period ending December 31, 2018. The Units will become payable, if at all, no later than 15 days after the Company's Compensation Committee determines the performance criteria achieved for the performance period (which determination cannot, in any event, be earlier than January 2019 or after April 2019).
- [F4]At the threshold performance level, 35% of the Units will become vested and payable and at the target performance level, 100% of the Units will become vested and payable. If performance falls between the stated performance levels the percentage of Units that shall become vested and payable will be based on a straight line interpolation between such stated performance levels (although the Units may not become vested and payable for more than 100% of the Units and no Units shall become vested and payable if performance does not equal or exceed the applicable threshold performance level).
- [F5]The target performance level is consistent with the Company's long term growth plan and aligned with financial performance expected to result in meaningful enterprise value creation. Achievement of the revenue and adjusted EBITDA performance levels required for vesting of any of the Units will require substantial improvement over the Company's comparable performance in 2016.
Documents
Issuer
PRGX GLOBAL, INC.
CIK 0001007330
Entity typeoperating
IncorporatedGA
Related Parties
1- filerCIK 0001007330
Filing Metadata
- Form type
- 4
- Filed
- Apr 2, 8:00 PM ET
- Accepted
- Apr 3, 6:51 PM ET
- Size
- 9.8 KB