Amended Statement of Changes in Beneficial Ownership (4/a)
August 23 2018 - 5:16PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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
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1. Name and Address of Reporting Person
*
ROBERTSON DAVE
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2. Issuer Name
and
Ticker or Trading Symbol
ZIX CORP
[
ZIXI
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Vice President
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(Last)
(First)
(Middle)
2711 N. HASKELL AVENUE, SUITE 2200, LB 36
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3. Date of Earliest Transaction
(MM/DD/YYYY)
2/18/2018
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(Street)
DALLAS, TX 75204
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
2/22/2018
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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2/18/2018
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F
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1977
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D
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$4.16
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128340
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D
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Common Stock
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2/19/2018
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M
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6667
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A
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(1)
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135007
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D
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Common Stock
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2/19/2018
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F
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1924
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D
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$4.16
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133083
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D
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Common Stock
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2/20/2018
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F
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812
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D
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$4.10
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132271
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D
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Common Stock
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2/20/2018
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F
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1624
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D
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$4.10
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130647
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D
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Common Stock
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2/20/2018
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M
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6666
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A
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(1)
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137313
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D
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Common Stock
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2/20/2018
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F
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1564
(2)
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D
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$4.10
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135749
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D
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Common Stock
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2/20/2018
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F
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2345
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D
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$4.10
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133404
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Restricted Stock Units
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(1)
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2/19/2018
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M
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6667
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(2)
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(2)
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Common Stock
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6667
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$0.00
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266666
(3)
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D
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Restricted Stock Units
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(1)
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2/20/2018
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M
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6666
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(2)
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(2)
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Common Stock
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6666
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$0.00
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260000
(3)
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D
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Explanation of Responses:
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(1)
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Each restricted stock unit ("RSU") coverts into a share of common stock on a one-for-one basis.
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(2)
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Granted under the Amended and Restated 2012 Incentive Plan (as amended, the "Plan") on February 19, 2015. The 40,000 RSU grant consists of 50% RSUs that will vest pro-rata over 3 years and 50% that will vest pro-rata up to 1/3 each year the Company meets approved performance goals in 2015-2017, subject to acceleration under conditions described in the Plan.
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(3)
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This Form 4/A amends the Form 4 filed by the Reporting Person on February 22, 2018. The amount of securities directly beneficially owned by the Reporting Person has been historically reported incorrectly and the resulting amount of derivative securities beneficially owned following each of the transactions set for in Table II should have been reported as set forth in column 9 of Table II of this Form 4/A.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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ROBERTSON DAVE
2711 N. HASKELL AVENUE
SUITE 2200, LB 36
DALLAS, TX 75204
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Vice President
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Signatures
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/s/ Noah F. Webster, Attorney-in-Fact
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8/23/2018
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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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