4//SEC Filing
Holler Thomas R 4
Accession 0001209191-19-016940
CIK 0001207074other
Filed
Mar 4, 7:00 PM ET
Accepted
Mar 5, 6:20 PM ET
Size
15.7 KB
Accession
0001209191-19-016940
Insider Transaction Report
Form 4
VIRTUSA CORPVRTU
Holler Thomas R
EVP and COO
Transactions
- Tax Payment
Common Stock
2019-03-01$50.77/sh−1,450$73,617→ 67,259 total - Exercise/Conversion
Common Stock
2019-03-01+15,000→ 73,184 total - Tax Payment
Common Stock
2019-03-01$50.77/sh−4,475$227,196→ 68,709 total - Exercise/Conversion
Performance-based Restricted Stock Unit
2019-03-01−15,000→ 35,000 total→ common stock (15,000 underlying)
Footnotes (4)
- [F1]On 8/11/2016, the reporting person was granted a one-time long-term performance-based restricted stock unit award under the Company's 2015 Stock Option and Incentive Plan, which awards vest upon the Company's achievement of a twelve-month trailing ("TTM") non-GAAP operating income target within a five-year performance period beginning on 4/1/16 and ending on 3/31/21. In accordance with the PSU agreement, 30% of performance shares vest upon achieving TTM Non-GAAP operating income of $117M during the performance period and vest on the first day of the third month following the quarter in which the performance target is achieved. On 2/19/2019, our board approved the achievement of TTM Non-GAAP operating income of $117.1M during fiscal quarter ending 12/31/18 and the above earned shares vested on 3/1/19 based on continued service of the reporting person.
- [F2]The remaining number of units granted will vest only upon attainment of certain performance milestones, then such shares will vest on the first day of the third month following the quarter in which the performance target is achieved. 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.
- [F3]The above shares represents the number of shares withheld equal to the reporting person's tax liability thereon.
- [F4]On 11/14/16, the reporting person was granted performance-based restricted stock units based on revised financial guidance for fiscal year ending 3/31/2017 ("FY17") under the Company's 2015 Stock Option and Incentive Plan, which awards vest only upon the Company's achievement of two critical performance metrics based on a nine month performance period beginning 7/1/2016 and ending 3/31/2017: revenue (70%) and Non-GAAP operating income (30%). Based on the Company's achievement of revenue of $653.2 million and Non-GAAP operating income of $48 million (for the nine-month period ending 3/31/17), 46.2% of the target shares were earned, of which 50% vest on 9/1/2017 and 50% vest on 3/1/2019, based on continued service of the reporting person. On 3/1/19 the company withheld the number of shares listed above equal to the reporting person's tax liability thereon.
Issuer
VIRTUSA CORP
CIK 0001207074
Entity typeother
Related Parties
1- filerCIK 0001406395
Filing Metadata
- Form type
- 4
- Filed
- Mar 4, 7:00 PM ET
- Accepted
- Mar 5, 6:20 PM ET
- Size
- 15.7 KB