FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

MacIlwaine John
2. Issuer Name and Ticker or Trading Symbol

LendingClub Corp [ LC ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Technology Officer
(Last)          (First)          (Middle)

C/O LENDINGCLUB CORPORATION, 71 STEVENSON STREET, SUITE 300
3. Date of Earliest Transaction (MM/DD/YYYY)

1/18/2017
(Street)

SAN FRANCISCO, CA 94105
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   1/18/2017     M    25000   (1) A $.695   411470   D    
Common Stock   1/18/2017     S    25000   D $5.477   (2) 386470   (3) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy)   $.695   1/18/2017     M         25000      (4) 4/19/2017   Common Stock   25000   $0   689740   D    
Stock Option (right to buy)   $4.99                      (4) 4/19/2017   Common Stock   211712     211712   D    
Stock Option (right to buy)   $8.41                      (4) 4/19/2017   Common Stock   109963     109963   D    

Explanation of Responses:
( 1)  This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 11, 2016.
( 2)  This transaction was executed in multiple trades during the day at prices ranging from $5.42 to $5.53. The weighted-average price is reported above. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
( 3)  Includes 352,707 unvested restricted stock units granted under the LendingClub Corporation 2014 Equity Incentive Plan that were forfeited upon separation from the Issuer
( 4)  In connection with the reporting person's separation from the Company, the award is due to expire on 4/19/2017.

Remarks:
The reporting person separated from the Company on January 19, 2017, and this Form 4 serves as his exit filing.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
MacIlwaine John
C/O LENDINGCLUB CORPORATION
71 STEVENSON STREET, SUITE 300
SAN FRANCISCO, CA 94105


Chief Technology Officer

Signatures
/s/ Russell Elmer, attorney-in-fact 1/20/2017
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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