4//SEC Filing
ROY STELLA 4
Accession 0001415889-21-004834
CIK 0001710583other
Filed
Oct 11, 8:00 PM ET
Accepted
Oct 12, 7:38 PM ET
Size
24.6 KB
Accession
0001415889-21-004834
Insider Transaction Report
Form 4
Switch, Inc.SWCH
ROY STELLA
10% Owner
Transactions
- Sale
Class A Common Stock
2021-10-12$24.58/sh−68,321$1,679,515→ 1,601,829 total - Conversion
Class A Common Stock
2021-10-07+2,000,000→ 2,102,120 total - Sale
Class A Common Stock
2021-10-07$25.62/sh−200,000$5,124,020→ 1,902,120 total - Conversion
Common Units
2021-10-07−2,000,000→ 1,750,000 total→ Class A Common Stock (2,000,000 underlying) - Sale
Class A Common Stock
2021-10-08$24.95/sh−100,000$2,495,150→ 1,802,120 total - Other
Class B Common Stock
2021-10-07−2,000,000→ 1,750,000 total - Award
Class A Common Stock
2021-10-11$24.59/sh+25$615→ 1,670,466 total - Tax Payment
Class A Common Stock
2021-10-11$24.59/sh−316$7,770→ 1,670,150 total - Sale
Class A Common Stock
2021-10-11$24.65/sh−131,679$3,245,611→ 1,670,441 total
Holdings
- 11,802,108(indirect: By Trust)
Class B Common Stock
- 11,802,108(indirect: By Trust)
Common Units
→ Class A Common Stock (11,802,108 underlying)
Footnotes (10)
- [F1]Represents the forfeiture and cancellation of one share of Class B common stock for each share of Class A common stock acquired upon (a) the redemption and conversion of membership units in Switch, Ltd. ("Common Units") into Class A common stock, on a one-for-one basis pursuant to the Amended and Restated Certificate of Incorporation of the Issuer. The shares of Class B common stock (i) confer only voting rights (one vote per share) and do not confer any incidents of economic ownership to the holders thereof; and (ii) are forfeited and cancelled, on a one-for-one basis, without consideration, upon the redemption of Common Units for shares of Class A common stock, or cash, at the Issuer's election. See Footnote 3. (2) 13,552,108 Common Units and associated shares of Class B common stock are currently vested with187,500 Common Units and associated shares of Class B common stock will vest on October 11, 2021.
- [F10]The Common Units are redeemable on a one-for-one basis for shares of Class A common stock, or, at the election of the Issuer, cash equal to a volume weighted average market price of a shares of Class A common stock. The Common Units have no expiration date. Upon any redemption of Common Units, one share of Class B common stock is automatically forfeited and cancelled for each Common Unit so redeemed.
- [F2]13,552,108 Common Units and associated shares of Class B common stock are currently vested with187,500 Common Units and associated shares of Class B common stock will vest on October 11, 2021.
- [F3]Represents the redemption and conversion of Common Units on a one-for-one basis for shares of Class A Common Stock.
- [F4]The price reported in Column 4 is a weighted average price for shares sold in multiple transactions. The sale prices range from $25.455 to $25.94 per share. The Reporting Person undertakes to provide to the Issuer, and undertakes to provide to the Commission staff or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
- [F5]The price reported in Column 4 is a weighted average price for shares sold in multiple transactions. The sale prices range from $24.75 to $25.47 per share. The Reporting Person undertakes to provide to the Issuer, and undertakes to provide to the Commission staff or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
- [F6]The price reported in Column 4 is a weighted average price for shares sold in multiple transactions. The sale prices range from $24.50 to $24.77 per share. The Reporting Person undertakes to provide to the Issuer, and undertakes to provide to the Commission staff or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
- [F7]Represents shares of Class A Common Stock delivered in settlement of dividend equivalent rights awarded in connection with restricted stock units owned by the Reporting Person (previously reported) that accrue in cash and are settled in shares, proportionately, upon the vesting of the restricted stock units.
- [F8]Represents shares withheld to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units.
- [F9]The price reported in Column 4 is a weighted average price for shares sold in multiple transactions. The sale prices range from $24.37 to $24.795 per share. The Reporting Person undertakes to provide to the Issuer, and undertakes to provide to the Commission staff or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
Documents
Issuer
Switch, Inc.
CIK 0001710583
Entity typeother
Related Parties
1- filerCIK 0001844070
Filing Metadata
- Form type
- 4
- Filed
- Oct 11, 8:00 PM ET
- Accepted
- Oct 12, 7:38 PM ET
- Size
- 24.6 KB