Statement of Changes in Beneficial Ownership (4)
March 22 2019 - 6:39PM
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
Estimated average burden
hours per response...
0.5
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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
*
OLIN MARC D
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2. Issuer Name
and
Ticker or Trading Symbol
ELECTRONICS FOR IMAGING INC
[
EFII
]
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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)
CHIEF FINANCIAL OFFICER
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(Last)
(First)
(Middle)
6750 DUMBARTON CIRCLE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/20/2019
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(Street)
FREMONT, CA 94555
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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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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3/20/2019
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M
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3106
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A
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(1)
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99722
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D
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Common Stock
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3/20/2019
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M
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1425
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A
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(1)
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101147
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D
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Common Stock
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3/20/2019
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M
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4112
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A
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(1)
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105259
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D
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Common Stock
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3/20/2019
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F
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2626
(2)
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D
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$27.15
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102633
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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 Unit (RSU)
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(3)
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3/20/2019
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M
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3106
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(4)
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3/20/2019
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Common Stock
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3106.0
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$0
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0
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D
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Restricted Stock Unit (RSU)
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(3)
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3/20/2019
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M
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1425
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(5)
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3/20/2019
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Common Stock
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1425.0
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$0
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0
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D
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Restricted Stock Unit (RSU)
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(3)
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3/20/2019
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M
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4112
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(6)
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3/20/2019
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Common Stock
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4112.0
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$0
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0
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D
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Explanation of Responses:
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(1)
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Upon vesting, each restricted stock unit was converted into one share of the common stock of Electronics For Imaging, Inc. (the "Company").
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(2)
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Represents shares of common stock withheld by the issuer for tax purposes upon vesting of RSUs. This transaction is exempt under Rule 16b-3(e).
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(3)
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Each RSU represents a contingent right to receive one share of the Company's common stock.
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(4)
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This is a performance-based award granted on March 20, 2018. A portion of this RSU award vested on the date on which the Compensation Committee of the Board of Directors of the Company (the "Committee") calculated, reviewed and approved the Company's performance for the year ended December 31, 2018, based on the Company's achievement of the target revenue for such year. The remainder of the award did not vest and was cancelled as of that date. Vesting of the award was subject to the reporting person's continued employment with the Company through the vesting date.
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(5)
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This is a performance-based award granted on March 20, 2018. A portion of this RSU award vested on the date on which the Committee calculated, reviewed and approved the Company's performance for the year ended December 31, 2018, based on the Company's achievement of the target non-GAAP operating income for such year. The remainder of the award did not vest and was cancelled as of that date. Vesting of the award was subject to the reporting person's continued employment with the Company through the vesting date.
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(6)
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This is a performance-based award granted on March 20, 2018. A portion of this RSU award vested on the date on which the Committee calculated, reviewed and approved the Company's performance for the year ended December 31, 2018, based on the Company's achievement of specified cash from operations goals for such year. Vesting of the award was subject to the reporting person's employment with the Company through the vesting date.
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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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OLIN MARC D
6750 DUMBARTON CIRCLE
FREMONT, CA 94555
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CHIEF FINANCIAL OFFICER
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Signatures
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/s/ Marc Olin
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3/22/2019
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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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