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

Oct 25, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: 8X8 INC /DE/ (EGHT)
CIK: 0001023731
Period of Report: 2018-10-21

Reporting Person: MARTIN BRYAN R (Chief Technology Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-10-21	Common Stock	M	8126	—	Acquired	432750	Direct
2018-10-21	Common Stock	F	4091	$17.81	Disposed	428659	Direct
2018-10-21	Common Stock	M	3336	—	Acquired	431995	Direct
2018-10-21	Common Stock	F	1679	$17.81	Disposed	430316	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-10-21	Restricted Stock Unit	$	M	8126	Disposed	2018-10-21	Common Stock (8126)	Direct
2018-10-21	Restricted Stock Unit	$	M	3336	Disposed	2018-10-21	Common Stock (3336)	Direct

Footnotes

F1: 8,126 Restricted Stock Units (RSUs) became fully vested and have been converted to Common Stock.

F2: Prior Form 4 reports filed by the Reporting Person have calculated this figure as the sum of all (a) issued and outstanding shares, (b) shares issuable upon vesting of unvested RSUs, (c) shares issuable upon vesting of unvested performance share units (PSUs) and (d) shares issuable upon exercise of options (vested and unvested), in each case owned, directly or indirectly, by the Reporting Person. The figure reported here includes only issued and outstanding shares owned by the Reporting Officer.

The grant dates and number of shares remaining subject to the RSUs referenced in (b) above are as follows: (i) September 22, 2015, 9,282 shares, and (ii) September 20, 2016, 12,896 shares.

F3: The grant dates and number of shares remaining subject to the PSUs referenced in (c) above are as follows: (i) September 20, 2016, 4,804 shares, and (ii) September 26, 2016, 4,804 shares.

The grant dates and number of shares remaining subject to the options referenced in (d) above are as follows: (i) August 21, 2012, 200,000 shares, (ii) September 17, 2013, 84,864 shares, (iii) October 21, 2014, 54,176 shares, and (iv) September 15, 2015, 37,128 shares.

F4: Payment of tax liability by withholding securities incident to vesting of RSUs and PSUs.

F5: 3,336 PSUs became fully vested and have been converted to Common Stock.

F6: Each RSU represents a contingent right to receive one share of EGHT common stock.

F7: This award vested at the rate of 8,126 shares on each of the following dates: October 21, 2015, October 21, 2016, October 21, 2017 and October 21, 2018.

F8: RSUs do not vest unless and until average closing price of 8x8 common stock over any 30 consecutive trading day period within 4 years from the grant date exceeds 150% of grant date closing price; then, at rate of 25% on each anniversary of the grant date.

F9: Prior Form 4 reports filed by the Reporting Person have calculated this figure as the sum of all (a) issued and outstanding shares, (b) shares issuable upon vesting of unvested restricted stock units (RSUs), (c) shares issuable upon vesting of unvested performance share units (PSUs) and (d) shares issuable upon exercise of options (vested and unvested), in each case owned, directly or indirectly, by the Reporting Person. The figure reported here includes only the remaining number of shares issuable upon vesting of the derivative security shown in this row.