0001209191-19-014787.txt : 20190228 0001209191-19-014787.hdr.sgml : 20190228 20190228193720 ACCESSION NUMBER: 0001209191-19-014787 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180314 FILED AS OF DATE: 20190228 DATE AS OF CHANGE: 20190228 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Riitters Timothy CENTRAL INDEX KEY: 0001651904 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-37570 FILM NUMBER: 19646140 MAIL ADDRESS: STREET 1: C/O PURE STORAGE, INC. STREET 2: 650 CASTRO STREET, SUITE 400 CITY: MOUNTAIN VIEW STATE: CA ZIP: 94041 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Pure Storage, Inc. CENTRAL INDEX KEY: 0001474432 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER STORAGE DEVICES [3572] IRS NUMBER: 271069557 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 650 CASTRO STREET, SUITE 400 CITY: MOUNTAIN VIEW STATE: CA ZIP: 94041 BUSINESS PHONE: 800-379-7873 MAIL ADDRESS: STREET 1: 650 CASTRO STREET, SUITE 400 CITY: MOUNTAIN VIEW STATE: CA ZIP: 94041 FORMER COMPANY: FORMER CONFORMED NAME: PURE Storage, Inc. DATE OF NAME CHANGE: 20100804 FORMER COMPANY: FORMER CONFORMED NAME: Os76, Inc. DATE OF NAME CHANGE: 20091014 4/A 1 doc4a.xml FORM 4/A SUBMISSION X0306 4/A 2018-03-14 2018-03-16 0 0001474432 Pure Storage, Inc. PSTG 0001651904 Riitters Timothy 650 CASTRO ST, SUITE 400 MOUNTAIN VIEW CA 94041 0 1 0 0 Chief Financial Officer Class A Common Stock 2018-03-14 4 A 0 164172 0.00 A 528701 D Class A Common Stock 2018-03-14 4 C 0 7500 A 536201 D Class A Common Stock 2018-03-14 4 S 0 10500 21.1209 D 525701 D Stock Option (right to buy) 9.65 2018-03-14 4 M 0 7500 0.00 D 2024-10-07 Class B Common Stock 7500 947500 D Class B Common Stock 2018-03-14 4 M 0 7500 0.00 A Class A Common Stock 7500 7500 D Class B Common Stock 2018-03-14 4 C 0 7500 0.00 D Class A Common Stock 7500 0 D See remarks below. Represents shares of Class A Common Stock earned pursuant to a Performance-Based Restricted Stock Award ("PRSA"). The Issuer's Compensation Committee determined achievement of the performance criteria and certified the total number of shares earned under the PRSA on February 26, 2019 (the "Earned Shares"). 1/3rd of the Earned Shares subject to this PRSA will vest on March 20, 2019, and 1/12th of the Earned Shares will vest on each of June 20, September 20, December 20 and March 20, over the following two years, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2015 Equity Incentive Plan) through such dates. Each share of Class A Common Stock was issued upon conversion of one share of Class B Common Stock at the election of the Reporting Person. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person. Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. The Class B Common Stock will convert automatically into Class A Common Stock on the same basis upon the earlier of (i) any transfer, whether or not for value, except for certain "Permitted Transfers" as defined in the Issuer's restated certificate of incorporation in effect as of the date hereof, (ii) the affirmative vote of the holders of Class B Common Stock representing not less than a majority of the outstanding shares of Class B Common Stock, or (iii) October 6, 2025. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.89 to $21.30 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. 1/4 of the Option vests one year from 8/26/2014, 1/48 of the Option vests monthly thereafter over the following three years. The option shall be subject to accelerated vesting as set forth in optionee's employment agreement with the Issuer. This report on Form 4/A amends and replaces in its entirety the Form 4 filed by the Reporting Person on March 16, 2018. This report on Form 4/A (i) adjusts the number of shares earned pursuant to the achievement of performance criteria under the PSRA described herein, as determined and certified by the Issuer's Compensation Committee on February 26, 2019, (ii) adjusts the Amount of Securities Beneficially Owned Following the Reported Transaction(s), and (iii) also adjusts the Amount of Securities Beneficially Owned Following the Reported Transaction(s) reflected in the filings made between March 16, 2018 and the date of this filing. /s/ Joseph T. FitzGerald, attorney-in-fact 2019-02-28