0001140361-18-027398.txt : 20180605
0001140361-18-027398.hdr.sgml : 20180605
20180605171652
ACCESSION NUMBER: 0001140361-18-027398
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180601
FILED AS OF DATE: 20180605
DATE AS OF CHANGE: 20180605
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Swaroop Bhagwat
CENTRAL INDEX KEY: 0001678830
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35506
FILM NUMBER: 18882176
MAIL ADDRESS:
STREET 1: C/O PROOFPOINT, INC.
STREET 2: 892 ROSS DRIVE
CITY: SUNNYVALE
STATE: CA
ZIP: 94089
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PROOFPOINT INC
CENTRAL INDEX KEY: 0001212458
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374]
IRS NUMBER: 510414846
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 892 ROSS DRIVE
CITY: SUNNYVALE
STATE: CA
ZIP: 94089
BUSINESS PHONE: 408-517-4710
MAIL ADDRESS:
STREET 1: 892 ROSS DRIVE
CITY: SUNNYVALE
STATE: CA
ZIP: 94089
4
1
doc1.xml
FORM 4
X0306
4
2018-06-01
0
0001212458
PROOFPOINT INC
PFPT
0001678830
Swaroop Bhagwat
C/O PROOFPOINT, INC.
892 ROSS DRIVE
SUNNYVALE
CA
94089
0
1
0
0
EVP & GM, Protection
Common Stock
2018-06-01
4
M
0
1250
0
A
1525
D
Common Stock
2018-06-01
4
M
0
1250
0
A
2775
D
Common Stock
2018-06-01
4
F
0
866
120.57
D
1909
D
Restricted Stock Units
0
2018-06-01
4
A
0
4000
0
A
Common Stock
4000
4000
D
Restricted Stock Units
0
2018-06-01
4
A
0
4000
0
A
Common Stock
4000
4000
D
Restricted Stock Units
0
2018-06-01
4
M
0
1250
0
D
Common Stock
1250
2750
D
Restricted Stock Units
0
2018-06-01
4
M
0
1250
0
D
Common Stock
1250
2750
D
Vesting of performance-based RSUs ("PRSUs") earned by the Reporting Person on June 1, 2018 as a result of the Reporting Person having met certain performance criteria.
Includes 275 shares acquired under the Issuer's employee stock purchase plan on May 15, 2018.
Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of RSUs or PRSUs. The Reporting Person did not sell or otherwise dispose of any of the shares reported on this Form 4 for any reason other than to cover required taxes.
Each RSU represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration.
Represents PRSUs earned by the Reporting Person on June 1, 2018 as a result of the Reporting Person having met certain performance criteria.
The RSUs vest as to 5/16th of the total number of shares on June 1, 2018; 3/16th of the total number of shares on February 2, 2019; and thereafter will vest as to 1/4th of the total number of shares in equal annual installments beginning on February 2, 2020. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting.
/s/ Bhagwat Swaroop by Michael Yang, Attorney-In-Fact
2018-06-05