4//SEC Filing
Dhir Samir 4
Accession 0001209191-19-032032
CIK 0001207074other
Filed
May 21, 8:00 PM ET
Accepted
May 22, 4:13 PM ET
Size
12.6 KB
Accession
0001209191-19-032032
Insider Transaction Report
Form 4
VIRTUSA CORPVRTU
Dhir Samir
SVP, Global Services
Transactions
- Award
Common Stock
2019-05-20+12,660→ 165,079 total - Award
Performance-based restricted stock unit awards
2019-05-20+29,540→ 29,540 total→ Common Stock (29,540 underlying)
Footnotes (4)
- [F1]On 5/20//2019, the reporting person was granted shares of time-based restricted stock units issuable (upon full vest) for the number of shares listed above under the Company's 2015 Stock Option and Incentive Plan. The issuance price of the shares was determined based on the Company's equity award policy. The shares are subject to a three-year vesting period with one-third of the shares vesting annually on each June 1,2020, June 1,2021 and June 1,2022 respectively. The grantee has no voting rights with respect to the shares underlying the award until vested.
- [F2]On 5/20/2019, the reporting person was granted a performance-based restricted stock unit award ("PSU") issuable at target for the number of shares listed above under the Company's 2015 Stock Option and Incentive Plan. The award vests only upon the Company's achievement of two performance metrics, two-year aggregate revenue, and two year adjusted net income, each weighted 50%, measured over a two-year performance period beginning on 4/1/2019 and ending 3/31/2021
- [F3]To the extent the PSUs conditionally vest per the performance targets for the performance period, the PSUs are also subject to modifier, based on the relative total stockholder return ("rTSR") of Virtusa as compared to the stockholder return of the S&P 1000 IT Services Index over the same period. To the extent Virtusa is at target for the financial metrics, the PSU payout/award is increased by 20% where the rTSR is in the upper quartile, lowered by 20% if the rTSR is in the bottom quartile and no change if in between the lower and the top quartile. To the extent any PSUs vest, 50% of such award will vest and be issued on 6/1/2021 (upon approval of the compensation committee & Board) and the remaining 50% will vest on 6/1/2022.
- [F4]Per the performance criteria for the award, the reporting person can earn the number of shares listed above at 100% of plan, subject to the rTSR modifier which could increase or decrease the vesting by 20% for each financial metric. Of such shares, the number of units that actually vest will be between 0% to 200% of the scheduled amount, depending on the extent to which the Company meets or exceeds the financial performance goals, and then, based on the rTSR modifier such shares could also increase or decrease by up to an additional 20% to the extent of each financial metric target achieved. The grantee has no voting rights with respect to the shares underlying the award until vested.
Issuer
VIRTUSA CORP
CIK 0001207074
Entity typeother
Related Parties
1- filerCIK 0001520547
Filing Metadata
- Form type
- 4
- Filed
- May 21, 8:00 PM ET
- Accepted
- May 22, 4:13 PM ET
- Size
- 12.6 KB