Steven R. Boal - Mar 1, 2022 Form 4 Insider Report for Quotient Technology Inc. (QUOT)

Signature
/s/ John Platz, Attorney-in-Fact for Steven R. Boal
Stock symbol
QUOT
Transactions as of
Mar 1, 2022
Transactions value $
-$108,772
Form type
4
Date filed
3/3/2022, 08:49 PM
Previous filing
Dec 3, 2021
Next filing
May 24, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction QUOT Common Stock Tax liability -$31K -4.77K -0.23% $6.49 2.08M Mar 1, 2022 Direct F1, F9
transaction QUOT Common Stock Tax liability -$21.4K -3.3K -0.16% $6.49 2.08M Mar 1, 2022 Direct F2
transaction QUOT Common Stock Tax liability -$31.4K -4.84K -0.23% $6.49 2.07M Mar 1, 2022 Direct F3
transaction QUOT Common Stock Tax liability -$24.9K -3.84K -0.19% $6.49 2.07M Mar 1, 2022 Direct F4
transaction QUOT Common Stock Award $0 +385K +18.62% $0.00 2.45M Mar 1, 2022 Direct F10
transaction QUOT Common Stock Award $0 +385K +15.7% $0.00 2.84M Mar 1, 2022 Direct F11
holding QUOT Common Stock 456K Mar 1, 2022 By Family Trust F5, F9
holding QUOT Common Stock 3.24K Mar 1, 2022 By Child Trust F6
holding QUOT Common Stock 3.24K Mar 1, 2022 By Child Trust F7
holding QUOT Common Stock 3.24K Mar 1, 2022 By Child Trust F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the number of shares withheld by and surrendered to the Issuer on March 1, 2022, to satisfy tax withholding obligations that arose in connection with a vesting event from a Restricted Stock Units award (the "RSU award") granted on March 1, 2018. The RSU award for 191,000 shares in total vested in 6.25% quarterly installments over a four-year period from March 1, 2018.
F2 Represents the number of shares withheld by and surrendered to the Issuer on March 1, 2022, to satisfy tax withholding obligations that arose in connection with a vesting event from a Restricted Stock Units award (the "RSU award") granted on March 1, 2019. The RSU award for 150,602 shares in total vests in 6.25% quarterly installments over a four-year period from March 1, 2019.
F3 Represents the number of shares withheld by and surrendered to the Issuer on March 1, 2022, to satisfy tax withholding obligations that arose in connection with a vesting event from a Restricted Stock Units award (the "RSU award") granted on March 1, 2020. The RSU award for 223,463 shares in total vests in 6.25% quarterly installments over a four-year period from March 1, 2020.
F4 Represents the number of shares withheld by and surrendered to the Issuer on March 1, 2022, to satisfy tax withholding obligations that arose in connection with a vesting event from a Restricted Stock Units award (the "RSU award") granted on March 1, 2021. The RSU award for 177,809 shares in total vests in 6.25% quarterly installments over a four-year period from March 1, 2021.
F5 These shares are held directly by the SMSEJ Family Trust U/A dated July 18, 2005, of which Mr. Boal is a co-trustee.
F6 These shares are held directly by Stuart Schiff TTEE of the EBB 2011 Trust dated September 23, 2011.
F7 These shares are held directly by Stuart Schiff TTEE of the JMB 2011 Trust dated September 23, 2011.
F8 These shares are held directly by Stuart Schiff TTEE of the SEB 2011 Trust dated September 23, 2011.
F9 Since the date of last ownership report, 1,478,318 shares of common stock held directly by the Reporting Person and 456,174 shares of common stock held directly by the SMSEJ Family Trust U/A dated July 18, 2005, of which Mr. Boal is a co-trustee, were transferred to the Reporting Person's ex-wife pursuant to a domestic relations order (the "DRO"). The Reporting Person no longer reports as beneficially owned any securities owned by the Reporting Person's ex-wife. The Reporting Person maintains sole voting power over such securities pursuant to a grant of irrevocable proxy contained in the DRO. Any of the securities that the Reporting person's ex-wife sells in the open market will cease to be subject to the proxy. In addition, the DRO requires that any sales of securities by the Reporting Person's ex-wife comply with certain time and volume limitations.
F10 Represents an award of Restricted Stock Units ("RSUs") payable solely in common stock of the Issuer that vests in 6.25% quarterly installments over a four-year period from March 1, 2022.
F11 Represents an award of RSUs payable solely in common stock of the Issuer that vests in 1/3 installments if the Issuer's common stock achieves, for 20 consecutive trading days at any point during the three years following the March 1, 2022 grant, a price per share that equals or exceeds the following thresholds: $9.735, $12.98 and $16.225, provided that if any threshold is met before February 28, 2023, 50% of the tranche will vest on that date and the remaining 50% will vest one year later.