05/05/2025 | Press release | Distributed by Public on 05/05/2025 19:00
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Unit | (2) | 05/01/2025 | M | 6,675 | (2) | (2) | Class A Common Stock | 6,675 | (2) | 33,373 | D | ||||
Restricted Stock Unit | (1) | 05/01/2025 | M | 5,333 | (1) | (1) | Class A Common Stock | 5,333 | (1) | 10,667 | D | ||||
Restricted Stock Unit | (1) | 05/01/2025 | M | 80,169 | (1) | (1) | Class A Common Stock | 80,169 | (1) | 160,338 | D | ||||
Restricted Stock Unit | (1) | 05/01/2025 | M | 35,162 | (1) | (1) | Class A Common Stock | 35,162 | (1) | 70,324 | D | ||||
Restricted Stock Unit | (3) | 05/01/2025 | M | 427,351 | (3) | (3) | Class A Common Stock | 427,351 | $ 0 | 427,351 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Randolph Gregory 14135 MIDWAY ROAD SUITE G300 ADDISON, TX 75001 |
Chief Commercial Officer |
/s/ Gregory Randolph | 05/05/2025 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Each restricted stock unit represented a contingent right to receive a share of ETWO common stock based on a three-year time-based vesting schedule. On May 1, 2025, the first third of the RSUs vested. The remaining 2/3rds of the RSUs will vest quarterly through May 1, 2027 subject to continued employment with E2open. |
(2) | Each restricted stock unit represented a contingent right to receive one share of Class A Common Stock based on a three-year time-based vesting schedule, with the final two years of vesting occurring on a quarterly basis. |
(3) | The Restricted Stock Units will vest one-third (1/3rd) on May 1, 2026, and two-thirds (2/3rds) will vest equally on each three-month anniversary thereafter for two years with the last vesting occurring on May 1, 2028, subject to continued employment with E2open. |