Swaroop Bhagwat 4

4 · PROOFPOINT INC · Filed Jul 13, 2020

Form 4

Period: 2020-07-01

EVP & GM, Protection

Transactions

Exercise/Conversion
Common Stock
2020-07-01+11,875→ 14,431 total
Tax Payment
Common Stock
2020-07-01$113.79/sh−5,888$669,996→ 8,543 total
Exercise/Conversion
Restricted Stock Units
2020-07-01−11,875→ 0 total
Exercise: $0.00→ Common Stock (11,875 underlying)
Sale
Common Stock
2020-07-09$120.00/sh−5,345$641,400→ 3,198 total

Footnotes (6)

[F1]Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person.
[F2]Includes 211 shares of Common Stock acquired on May 15, 2020 pursuant to the Issuer's employee stock purchase plan.
[F3]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 relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of RSUs.
[F4]The transactions were effected pursuant to a 10b5-1 trading plan previously adopted by the Reporting Person.
[F5]Each RSU represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration.
[F6]The RSUs vest annually as to 1/4th of the total RSUs in equal installments, with the first 1/4 vested on July 1, 2017. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.

Documents

1 file