Knight David 4

Accession 0001209191-21-007293

CIK 0001212458other

View on SEC.gov Company Profile

Filed

Feb 2, 7:00 PM ET

Accepted

Feb 3, 4:48 PM ET

Size

31.7 KB

Accession

0001209191-21-007293

Insider Transaction Report

Form 4

Period: 2021-02-01

PROOFPOINT INCPFPT

Knight David

EVP Product Mgmnt & Marketing

Transactions

Exercise/Conversion
Restricted Stock Units
2021-02-01−3,250→ 6,500 total
Exercise: $0.00→ Common Stock (3,250 underlying)
Tax Payment
Common Stock
2021-02-02$134.57/sh−1,488$200,240→ 20,520 total
Exercise/Conversion
Restrricted Stock Units
2021-02-01−4,150→ 4,150 total
Exercise: $0.00→ Common Stock (4,150 underlying)
Exercise/Conversion
Restricted Stock Units
2021-02-02−1,500→ 0 total
Exercise: $0.00→ Common Stock (1,500 underlying)
Exercise/Conversion
Common Stock
2021-02-02+1,500→ 22,008 total
Tax Payment
Common Stock
2021-02-01$130.62/sh−4,988$651,533→ 19,008 total
Exercise/Conversion
Common Stock
2021-02-02+1,500→ 20,508 total
Exercise/Conversion
Restricted Stock Units
2021-02-01−3,000→ 0 total
Exercise: $0.00→ Common Stock (3,000 underlying)
Exercise/Conversion
Restricted Stock Units
2021-02-01−1,875→ 5,625 total
Exercise: $0.00→ Common Stock (1,875 underlying)
Exercise/Conversion
Common Stock
2021-02-01+3,000→ 14,721 total
Exercise/Conversion
Common Stock
2021-02-01+4,150→ 18,871 total
Exercise/Conversion
Common Stock
2021-02-01+3,250→ 22,121 total
Exercise/Conversion
Common Stock
2021-02-01+1,875→ 23,996 total
Exercise/Conversion
Restricted Stock Units
2021-02-02−1,500→ 0 total
Exercise: $0.00→ Common Stock (1,500 underlying)

Footnotes (9)

[F1]Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person.
[F2]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.
[F3]Each RSU represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration.
[F4]The RSUs vested as to 1/4th of the total number of shares on February 1, 2018 and thereafter will vest as to 1/4th of the total number of shares in equal annual installments. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
[F5]RSUs do not expire; they either vest or are canceled prior to the vesting date.
[F6]The RSUs vested as to 1/4th of the total number of shares on February 1, 2019 and thereafter will vest as to 1/4th of the total number of shares in equal annual installments. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
[F7]The RSUs vested as to 1/4th of the total number of shares on February 1, 2020 and thereafter will vest as to 1/4th of the total number of shares in equal annual installments. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
[F8]The RSUs vested as to 1/4th of the total number of shares on February 1, 2021 and thereafter will vest as to 1/4th of the total number of shares in equal annual installments. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
[F9]The performance-based RSUs were earned by the Reporting Person on June 1, 2018 as a result of the Reporting Person having met certain performance criteria. The RSUs vested as to 5/16th of the total number of shares on June 1, 2018, 3/16th of the total number of shares on February 2, 2019, and thereafter vested as to 1/4th of the total number of shares in equal annual installments beginning on February 2, 2020. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.

Documents

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION

Issuer

PROOFPOINT INC

CIK 0001212458

→

Entity typeother

Related Parties

filerCIK 0001547394

Filing Metadata

Form type: 4
Filed: Feb 2, 7:00 PM ET
Accepted: Feb 3, 4:48 PM ET
Size: 31.7 KB

View on SEC.gov