Statement of Changes in Beneficial Ownership (4)
February 19 2021 - 6:05AM
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).
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
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1. Name and Address of Reporting Person
*
Clifford Deborah |
2. Issuer Name and Ticker or Trading Symbol
SVMK Inc.
[
SVMK
]
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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 |
(Last)
(First)
(Middle)
C/O SVMK INC., ONE CURIOSITY WAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/16/2021 |
(Street)
SAN MATEO, CA 94403
(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 | 2/16/2021 | | A | | 64823 (1) | A | $0.00 | 275708 (2) | D | |
Common Stock | 2/17/2021 | | S | | 7316 (3) | D | $21.17 | 268392 (2) | D | |
Common Stock | 2/18/2021 | | S | | 2297 (4) | D | $21.2453 (5) | 266095 (2) | D | |
Common Stock | 2/18/2021 | | S | | 2691 (4) | D | $22.0605 (6) | 263404 (2) | D | |
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) | 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 |
Non-qualified Stock Option (Right to Buy) | $21.99 | 2/16/2021 | | A | | 129646 | | (7) | 2/16/2031 | Common Stock | 129646 | $0.00 | 129646 | D | |
Explanation of Responses: |
(1) | Grant of Restricted Stock Awards ("RSAs") 1/12th of the total number of RSAs will vest on 5/15/2021 and 1/12th of the total number of RSAs will vest quarterly thereafter, subject to the Reporting Person's continued employment or service to the Company until fully vested. |
(2) | Certain of these securities are restricted stock units and restricted stock awards. Each restricted stock unit represents a contingent right to receive one share of Issuer's common stock, subject to the applicable vesting schedule and conditions. Each restricted stock award is subject to the applicable vesting schedule and conditions. |
(3) | These shares were automatically sold to cover tax withholding obligations in connection with the vesting of restricted stock units. |
(4) | Shares were sold pursuant to a duly adopted 10b5-1 trading plan, which was entered into in accordance with the Issuer's insider trading policy and provides for periodic sales as part of a liquidity and diversification strategy |
(5) | This transaction was executed in multiple trades at prices ranging from $20.66 to $21.65. The price reported above reflects the weighted average sale price. 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 transaction was effected. |
(6) | This transaction was executed in multiple trades at prices ranging from $21.70 to $22.32. The price reported above reflects the weighted average sale price. 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 transaction was effected. |
(7) | Grant of Stock Options ("NSOs"). 1/12th of the total number of NSOs will vest on 05/15/2021 and 1/12th of the total number of NSOs will vest quarterly thereafter, subject to the Reporting Person's continued service to the Company until fully vested. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Clifford Deborah C/O SVMK INC. ONE CURIOSITY WAY SAN MATEO, CA 94403 |
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| Chief Financial Officer |
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Signatures
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Adam M. Inglis, by power of attorney | | 2/18/2021 |
**Signature of Reporting Person | Date |
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