Sherry Steven P. 4

Accession 0001805719-20-000020

CIK 0001528396other

View on SEC.gov Company Profile

Filed

Mar 16, 8:00 PM ET

Accepted

Mar 17, 7:44 PM ET

Size

30.2 KB

Accession

0001805719-20-000020

Insider Transaction Report

Form 4

Period: 2020-03-15

Guidewire Software, Inc.GWRE

Sherry Steven P.

Chief Sales Officer

Transactions

Sale
Common Stock
2020-03-17$79.85/sh−1,943$155,139→ 4,089 total
Exercise/Conversion
Performance Shares
2020-03-15−250→ 535 total
Exercise: $0.00Exp: 2026-09-13→ Common Stock (250 underlying)
Exercise/Conversion
Restricted Stock Unit
2020-03-15−1,563→ 0 total
Exercise: $0.00Exp: 2026-03-02→ Common Stock (1,563 underlying)
Exercise/Conversion
Performance Shares
2020-03-15−291→ 4,197 total
Exercise: $0.00Exp: 2027-09-12→ Common Stock (291 underlying)
Exercise/Conversion
Performance Shares
2020-03-15−359→ 6,349 total
Exercise: $0.00Exp: 2028-09-12→ Common Stock (359 underlying)
Exercise/Conversion
Restricted Stock Unit
2020-03-15−444→ 2,663 total
Exercise: $0.00Exp: 2027-09-12→ Common Stock (444 underlying)
Exercise/Conversion
Restricted Stock Unit
2020-03-15−625→ 8,750 total
Exercise: $0.00Exp: 2029-09-06→ Common Stock (625 underlying)
Exercise/Conversion
Restricted Stock Unit
2020-03-15−531→ 5,313 total
Exercise: $0.00Exp: 2028-09-12→ Common Stock (531 underlying)
Exercise/Conversion
Restricted Stock Unit
2020-03-15−313→ 3,750 total
Exercise: $0.00Exp: 2029-03-07→ Common Stock (313 underlying)
Exercise/Conversion
Restricted Stock Unit
2020-03-15−1,250→ 6,250 total
Exercise: $0.00Exp: 2029-06-12→ Common Stock (1,250 underlying)
Exercise/Conversion
Common Stock
2020-03-15+6,032→ 6,032 total
Exercise/Conversion
Restricted Stock Unit
2020-03-15−406→ 813 total
Exercise: $0.00Exp: 2026-09-13→ Common Stock (406 underlying)

Footnotes (10)

[F1]Shares sold by Issuer to cover taxes associated with settlement of Restricted Stock Units.
[F10]The Restricted Stock Units vest as follows: 1/16th of the units vest quarterly commencing December 15, 2019, subject to the Reporting Person's continued service to the Issuer through each such vesting date.
[F2]The grant consists of three separate issuances of Restricted Stock Units, each with vesting subject to the Reporting Person's continued service to the Issuer. The first is 6,500 units vesting as follows: 1/16th of the units vest quarterly commencing December 15, 2016. The second is 4,001 units, for which vesting was subject to the satisfaction of both performance-based conditions and time-based criteria. The performance-based conditions were deemed met and exceeded by the Issuer's Board of Directors, and the time-based vesting criteria are as follows: 1/4th of the units vested on September 15, 2017 and an additional 1/16th of the units will vest quarterly thereafter. The third previously described TSR grant has vested according to its terms and conditions.
[F3]The grant consists of three separate issuances of Restricted Stock Units, each with vesting subject to the Reporting Person's continued service to the Issuer. The first is 7,100 units vesting as follows: 1/16th of the units vest quarterly commencing December 15, 2017. The second is 4,647 units, for which vesting was subject to the satisfaction of both performance-based conditions and time-based criteria. The performance-based conditions were deemed met and exceeded by the Issuer's Board of Directors, and the time-based vesting criteria are as follows: 1/4th of the units vested on September 15, 2018 and an additional 1/16th of the units will vest quarterly thereafter. The third consists of units for which vesting will be determined based on the Issuer's total shareholder return percentile ranking relative to a set peer group, over a three year period ending on July 31, 2020.
[F4]The number of shares reported in Column 9 of Table II represents the 2017 Performance Stock Unit ("PSU") and the Total Shareholder Return ("TSR") grants less the number of PSU shares vested as of this Transaction Date.
[F5]The grant consists of three separate issuances of Restricted Stock Units, each with vesting subject to the Reporting Person's continued service to the Issuer. The first is 8,500 units vesting as follows: 1/16th of the units vest quarterly commencing December 15, 2018. The second is 5,739 units, for which vesting was subject to the satisfaction of both performance-based conditions and time-based criteria. The performance-based conditions were deemed met and exceeded by the Issuer's Board of Directors, and the time-based vesting criteria are as follows: 1/4th of the units vested on September 15, 2019 and an additional 1/16th of the units will vest quarterly thereafter. The third consists of units for which vesting will be determined based on the Issuer's total shareholder return percentile ranking relative to a set peer group, over a three year period ending on July 31, 2021.
[F6]The number of shares reported in Column 9 of Table II represents the 2018 Performance Stock Unit ("PSU") and the Total Shareholder Return ("TSR") grants less the number of PSU shares vested as of this Transaction Date.
[F7]The Restricted Stock Units vest as follows: 1/16th of the units vest quarterly commencing June 15, 2016 subject to the Reporting Person's continued service to the Issuer through each such vesting date.
[F8]The Restricted Stock Units vest as follows: 1/16th of the units vest quarterly commencing June 15, 2019, subject to the Reporting Person's continued service to the Issuer through each such vesting date.
[F9]The Restricted Stock Units vest as follows: 1/8th of the units vest quarterly commencing September 15, 2019, subject to the Reporting Person's continued service to the Issuer.

Documents

1 file

4
edgardoc.xmlPrimary
PRIMARY DOCUMENT

Issuer

Guidewire Software, Inc.

CIK 0001528396

→

Entity typeother

Related Parties

filerCIK 0001721294

Filing Metadata

Form type: 4
Filed: Mar 16, 8:00 PM ET
Accepted: Mar 17, 7:44 PM ET
Size: 30.2 KB

View on SEC.gov