MITEK SYSTEMS INC — Director's Dealing 2020

Sep 2, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MITEK SYSTEMS INC (MITK)
CIK: 0000807863
Period of Report: 2020-08-31

Reporting Person: Hansen Bruce Edward (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-08-31	Common Stock	S	25376	$12.59	Disposed	151906	Direct
2020-09-01	Common Stock	S	9921	$12.846	Disposed	141985	Direct

Footnotes

F1: Represents the disposition of shares that were automatically sold by Mitek Systems, Inc. to pay withholding taxes upon the delivery of 70,589 previously vested restricted stock units, whose delivery was deferred pursuant to the terms of the underlying award agreement. Shares subject to the award were granted to Mr. Hansen in conjunction with his services as Principal Executive Officer, and as such are subject to income tax withholding.

F2: Represents the disposition of additional shares to cover Mr. Hansen's tax obligations, resulting from the delivery of 70,589 restricted stock units. Due to limitations imposed by the Internal Revenue Service, Mitek Systems, Inc. was unable to sell a sufficient number of shares to meet Mr. Hansen's tax obligations, and consequently, Mr. Hansen elected to sell additional shares to cover the remaining taxes.

F3: The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.710 - $12.990, inclusive. The reporting person undertakes to provide to Mitek Systems, Inc., any security holder of Mitek Systems, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.