Home/Filings/4/0000899243-17-025176
4//SEC Filing

Haughton Jeffrey 4

Accession 0000899243-17-025176

CIK 0001550695other

Filed

Oct 31, 8:00 PM ET

Accepted

Nov 1, 8:54 PM ET

Size

9.9 KB

Accession

0000899243-17-025176

Insider Transaction Report

Form 4
Period: 2017-10-31
Haughton Jeffrey
Executive Vice President
Transactions
  • Award

    Restricted Stock Units

    2017-10-31+40,00040,000 total
    Common Stock (40,000 underlying)
  • Award

    Restricted Stock Units

    2017-10-31+60,00060,000 total
    Common Stock (60,000 underlying)
Footnotes (4)
  • [F1]Each restricted stock unit represents a contingent right to receive one share of PFMT's common stock. The units were awarded at no cost to Reporting Person.
  • [F2]Restricted Stock Unit Award granted on October 31, 2017 vests at a rate of 25% annually on the first, second, third and fourth anniversaries of the grant date, provided that the Reporting Person remains in continuous service through each vest date.
  • [F3]Restricted Stock Unit Award granted on October 31, 2017. These Restricted Stock Units shall vest over a three or four year period based upon continuing service and the trading price of PFMT's Common Stock during the relevant vesting period. Specifically, and subject to the vesting limitations described in the following sentence, the trading price for PFMT's shares will need to be sustained for 60 consecutive trading days for one of the following vesting thresholds to have been met: (1) $2.75 stock price for 60 consecutive trading days triggers 33% vesting; (2) $3.00 stock price for 60 consecutive trading days triggers 67% vesting; and (3) $3.25 stock price for 60 consecutive trading days triggers 100% vesting (the "Share Price Thresholds"). Upon each of the first, second, third and fourth year anniversaries of the grant date,
  • [F4](Continued from Footnote 3) if the Share Price Thresholds have been achieved during the preceding year and assuming the grantee's continued service to PFMT (1) up to a maximum of 33% of the Restricted Stock Units will vest upon the Year 1 anniversary date; (2) up to 67% of the Restricted Stock Units will vest upon the Year 2 anniversary date; and (3) up to 100% of the Restricted Stock Units will vest upon Year 3 or Year 4 anniversary date. Restricted Stock Units that would vest solely on the basis of the share price thresholds but exceed the maximum vesting limitations for Year 1 or Year 2, will not vest until the subsequent anniversary date or dates (e.g., if the $3.25 trading price threshold is attained within the Year 1, the Restricted Stock Units will vest 33% after Year 1, 67% after Year 2 and 100% after Year 3). Linear interpolation will be applied between milestones for determining vesting on the Year 3 and Year 4 anniversary dates.

Issuer

Performant Financial Corp

CIK 0001550695

Entity typeother

Related Parties

1
  • filerCIK 0001651181

Filing Metadata

Form type
4
Filed
Oct 31, 8:00 PM ET
Accepted
Nov 1, 8:54 PM ET
Size
9.9 KB