0001364954-19-000062.txt : 20190305 0001364954-19-000062.hdr.sgml : 20190305 20190305193729 ACCESSION NUMBER: 0001364954-19-000062 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190301 FILED AS OF DATE: 20190305 DATE AS OF CHANGE: 20190305 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lem Esther CENTRAL INDEX KEY: 0001587559 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36180 FILM NUMBER: 19660746 MAIL ADDRESS: STREET 1: C/O CHEGG, INC. STREET 2: 3990 FREEDOM CIRCLE CITY: SANTA CLARA STATE: CA ZIP: 95054 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CHEGG, INC CENTRAL INDEX KEY: 0001364954 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 203237489 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3990 FREEDOM CIRCLE CITY: SANTA CLARA STATE: CA ZIP: 95054 BUSINESS PHONE: 408-855-5700 MAIL ADDRESS: STREET 1: 3990 FREEDOM CIRCLE CITY: SANTA CLARA STATE: CA ZIP: 95054 FORMER COMPANY: FORMER CONFORMED NAME: CHEGG INC DATE OF NAME CHANGE: 20060605 4 1 wf-form4_155183263449118.xml FORM 4 X0306 4 2019-03-01 0 0001364954 CHEGG, INC CHGG 0001587559 Lem Esther C/O CHEGG, INC 3990 FREEDOM CIR SANTA CLARA CA 95054 0 1 0 0 CHIEF MARKETING OFFICER Common Stock 2019-03-01 4 A 0 22266 0 A 474416 D Common Stock 2019-03-01 4 A 0 63019 0 A 537435 D Common Stock 2019-03-01 4 F 0 10416 40.42 D 527019 D Common Stock 2019-03-01 4 F 0 43208 40.42 D 483811 D Represents an award of restricted stock units ("RSU", and each a "RSU"). Each RSU represents a contingent right to receive one share of common stock of the Issuer upon vesting. Represents the number of shares of Common Stock subject to PSUs granted to the Reporting Person in 2018 (the "2018 PSUs") that shall now be subject to time-based vesting following the Compensation Committee's determination of the achievement of certain performance measurements on February 20, 2019. The shares subject to the 2018 PSUs allocated to each performance metric shall vest as follows: 1/3 on March 1, 2019, 1/3 on March 1, 2020 and the remaining 1/3 on March 1, 2021, subject to the Reporting Person's continued service up to and through the applicable vesting dates. 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 automatically withheld by the Issuer in accordance with the agreement governing the 2018 PSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of the 2018 PSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing. 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 automatically withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing. /s/ Esther Lem by Dave Borders, Attorney-in-Fact 2019-03-05