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Guidewire Software, Inc. — Director's Dealing 2021
Dec 18, 2021
30303_dirs_2021-12-17_a4f296a0-5868-4221-a32b-f4031ef5a000.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Guidewire Software, Inc. (GWRE)
CIK: 0001528396
Period of Report: 2021-12-15
Reporting Person: King James Winston (Chief Admin Officer, Gen Couns)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2021-12-15 | Common Stock | M | 273 | — | Acquired | 18328 | Direct |
| 2021-12-15 | Common Stock | M | 192 | — | Acquired | 18520 | Direct |
| 2021-12-15 | Common Stock | M | 406 | — | Acquired | 18926 | Direct |
| 2021-12-15 | Common Stock | M | 326 | — | Acquired | 19252 | Direct |
| 2021-12-15 | Common Stock | M | 437 | — | Acquired | 19689 | Direct |
| 2021-12-15 | Common Stock | M | 562 | — | Acquired | 20251 | Direct |
| 2021-12-17 | Common Stock | S | 1376 | $112.9807 | Disposed | 18875 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2021-12-15 | Performance Shares | $0.0 | M | 273 | Disposed | 2028-09-12 | Common Stock (273.0) | Direct |
| 2021-12-15 | Performance Shares | $0.0 | M | 192 | Disposed | 2029-09-06 | Common Stock (192.0) | Direct |
| 2021-12-15 | Restricted Stock Unit | $0.0 | M | 406 | Disposed | 2028-09-12 | Common Stock (406.0) | Direct |
| 2021-12-15 | Restricted Stock Unit | $0.0 | M | 326 | Disposed | 2029-06-12 | Common Stock (326.0) | Direct |
| 2021-12-15 | Restricted Stock Unit | $0.0 | M | 437 | Disposed | 2029-09-06 | Common Stock (437.0) | Direct |
| 2021-12-15 | Restricted Stock Unit | $0.0 | M | 562 | Disposed | 2030-09-09 | Common Stock (562.0) | Direct |
Footnotes
F1: Shares sold by Issuer to cover taxes associated with settlement of Restricted Stock Units.
F2: On September 12, 2018, the Reporting Person was granted a target of 3,900 shares covered by restricted stock units with performance- and time-based vesting requirements. On September 6, 2019, the Compensation Committee of the Board of Directors determined that 112.5% of the performance-based conditions were met resulting in an additional 491 shares earned by the Reporting Person. The time-based vesting is: 1/4th on September 15, 2019, and 1/16th quarterly thereafter, subject to the reporting person's continued service to the Issuer.
F3: On September 6, 2019, the Reporting Person was granted a target of 4,200 shares covered by restricted stock units with performance- and time-based vesting requirements. On September 9, 2020, the Compensation Committee of the Board of Directors determined that 73% of the performance-based conditions were met resulting in a reduction of 1,134 shares earned by the Reporting Person. The time-based vesting is: 1/4th vest on September 15, 2020, and 1/16th of the units vest quarterly thereafter subject to the Reporting Person's continued service to the Issuer.
F4: The Restricted Stock Units vests as follows: 1/16th of the units vest quarterly commencing December 15, 2018, subject to the Reporting Person's continued service to the Issuer.
F5: The Restricted Stock Units vest as follows: 1/16th of the units vest quarterly commencing September 15, 2019, subject to the Reporting Person's continued service to the Issuer.
F6: The Restricted Stock Units vests as follows: 1/16th of the units vest quarterly commencing December 15, 2019, subject to the Reporting Person's continued service to the Issuer.
F7: The Restricted Stock Units vest as follows: 1/16th of the units vest quarterly commencing December 15, 2020, subject to the Reporting Person's continued service to the Issuer.