8X8 INC /DE/ — Director's Dealing 2018

Nov 8, 2018

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: 8X8 INC /DE/ (EGHT)
CIK: 0001023731
Period of Report: 2018-11-01

Reporting Person: Gatoff Steven (EVP, Chief Financial Officer)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	0	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$0		Common Stock (71232)		Direct
Performance Stock Units	$0	2021-10-23	Common Stock (78431)		Direct

Footnotes

F1: RSUs shall vest with respect to one-third (33.3%) of the total number of underlying shares on the first anniversary of the Vesting Commencement Date, then eight and one-third percent (8.3375%) vesting each quarter thereafter, over a period of eight (8) quarters, subject to the Participant's continued employment or other association with the Company.

F2: Restricted Stock Units have no expiration date.

F3: PSUs vest (1) 50% on October 23, 2020 and (2) 50% on October 23, 2021, in each case subject to performance of 8x8's common stock relative to the Russell 2000 Index during the period from grant date through such vesting date. A 2x multiplier will be applied to the total shareholder returns (TSR) for each 1% of positive or negative relative TSR, and the number of shares earned will increase or decrease by 2% of the target number shown in table. In the event 8x8's common stock performance is below negative 30%, relative to the benchmark, no shares will be issued. Maximum number of shares issuable is two times the number shown in the table.