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Guidewire Software, Inc. — Director's Dealing 2021
Dec 18, 2021
30303_dirs_2021-12-17_603fd6d6-7818-4711-8777-6aecccd1d42f.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: Hung Priscilla (President & COO)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2021-12-15 | Common Stock | M | 379 | — | Acquired | 24230 | Direct |
| 2021-12-15 | Common Stock | M | 342 | — | Acquired | 24572 | Direct |
| 2021-12-15 | Common Stock | M | 562 | — | Acquired | 25134 | Direct |
| 2021-12-15 | Common Stock | M | 651 | — | Acquired | 25785 | Direct |
| 2021-12-15 | Common Stock | M | 781 | — | Acquired | 26566 | Direct |
| 2021-12-15 | Common Stock | M | 937 | — | Acquired | 27503 | Direct |
| 2021-12-17 | Common Stock | S | 2386 | $112.9807 | Disposed | 25117 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2021-12-15 | Performance Shares | $0.0 | M | 379 | Disposed | 2028-09-12 | Common Stock (379.0) | Direct |
| 2021-12-15 | Performance Shares | $0.0 | M | 342 | Disposed | 2029-09-06 | Common Stock (342.0) | Direct |
| 2021-12-15 | Restricted Stock Unit | $0.0 | M | 562 | Disposed | 2028-09-12 | Common Stock (562.0) | Direct |
| 2021-12-15 | Restricted Stock Unit | $0.0 | M | 651 | Disposed | 2029-06-12 | Common Stock (651.0) | Direct |
| 2021-12-15 | Restricted Stock Unit | $0.0 | M | 781 | Disposed | 2029-09-06 | Common Stock (781.0) | Direct |
| 2021-12-15 | Restricted Stock Unit | $0.0 | M | 937 | Disposed | 2030-09-09 | Common Stock (937.0) | 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 5,400 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 673 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 7,500 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 2,025 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.