Philip J. Hilal - Feb 18, 2022 Form 4 Insider Report for BOTTOMLINE TECHNOLOGIES INC (EPAY)

Role
Director, Other*
Signature
/s/ Philip J. Hilal
Stock symbol
EPAY
Transactions as of
Feb 18, 2022
Transactions value $
-$21,267,944
Form type
4
Date filed
2/23/2022, 05:25 PM
Previous filing
Nov 18, 2021
Next filing
May 17, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction EPAY Common Stock, par value $0.001 ("Common Stock") Exercise of in-the-money or at-the-money derivative security +284K +30.7% 1.21M Feb 18, 2022 See footnote F1, F2
transaction EPAY Common Stock Other -$16M -284K -23.49% $56.50 925K Feb 18, 2022 See footnote F1, F2
transaction EPAY Common Stock Exercise of in-the-money or at-the-money derivative security +92.3K +9.98% 1.02M Feb 18, 2022 See footnote F2, F3
transaction EPAY Common Stock Other -$5.22M -92.3K -9.07% $56.59 925K Feb 18, 2022 See footnote F2, F3
holding EPAY Common Stock 10K Feb 18, 2022 Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction EPAY Equity Swap (obligation to buy) Other -1 -100% 0 Feb 18, 2022 Common Stock 284K See footnote F1, F2
transaction EPAY Equity Swap (obligation to buy) Other -1 -100% 0 Feb 18, 2022 Common Stock 92.3K See footnote F2, F3
transaction EPAY Cash Settled Share Forward (obligation to sell) Other +1 1 Feb 18, 2022 Common Stock 925K See footnote F2, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The Reporting Persons settled certain cash settled swaps with a reference price of $39.45 pursuant to their terms.
F2 This Form 4 is filed by Clearfield Capital Management LP ("Clearfield") and Philip J. Hilal ("Mr. Hilal") with respect to the securities held by a certain fund or funds to which Clearfield serves as investment manager. Mr. Hilal is the Chief Investment Officer of Clearfield and the managing member of Clearfield Capital Management GP LLC, the general partner of Clearfield.
F3 The Reporting Persons settled certain cash settled swaps with a reference price of $39.4 pursuant to their terms.
F4 The Reporting Persons entered into a cash settled share forward agreement with a forward price of $56.50.

Remarks:

Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Clearfield may be deemed to be a director by deputization for purposes of Section 16 under the Securities Exchange Act of 1934, as amended, by virtue of the fact that Mr. Hilal, who indirectly controls Clearfield, currently serves on the board of directors of the Issuer.