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Guidewire Software, Inc. — Director's Dealing 2024
Sep 18, 2024
30303_dirs_2024-09-17_937fced6-76ce-4715-8fa9-cfba905e066d.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: 2024-09-15
Reporting Person: Rosenbaum Michael George (Director, Chief Executive Officer)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2024-09-15 | Common Stock | M | 24608 | — | Acquired | 300934 | Direct |
| 2024-09-15 | Common Stock | M | 10107 | — | Acquired | 311041 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2024-09-15 | Performance Shares | $0 | M | 24608 | Disposed | 2031-09-15 | Common Stock (24608) | Direct |
| 2024-09-15 | Performance Shares | $0 | M | 10107 | Disposed | 2032-09-15 | Common Stock (10107) | Direct |
Footnotes
F1: At the end of Year 1, as to 50% of this PSU award (Part 1), the Compensation Committee of the Board of Directors determined, on September 7, 2022, that 122% of the performance conditions were met resulting in an increase of 3,876 PSUs earned by the Reporting Person. 33% of Part 1 vested immediately thereafter. 33% of Part 1 will vest at the end of Year 2, and 33% of Part 1 will vest at the end of Year 3. At the end of Year 3, 50% of the PSU award (Part 2) will be determined based on performance against fiscal year 2024 financial targets vesting 100% immediately thereafter. On September 11, 2024, the Compensation Committee of the Board of
Directors determined that 99% of the performance-based conditions were met resulting in a decrease of 176 PSUs earned by the Reporting Person.
F2: At the end of Year 1, as to 50% of this PSU award (Part 1), the Compensation Committee of the Board of Directors determined, on September 15, 2023, that 101.8% of the performance conditions against the FY23 ARR targets were met resulting in an increase of 537 PSUs earned by the Reporting Person. 33% of Part 1 vested immediately thereafter. 33% of Part 1 will vest at the end of Year 2, and 33% of Part 1 will vest at the end of Year 3. At the end of Year 3, 50% of the PSU award (Part 2) will be determined based on performance against the FY25 ARR targets.