Peter Bauer - Apr 1, 2022 Form 4 Insider Report for Mimecast Ltd (MIME)

Signature
/s/ Robert P. Nault, Attorney-in-Fact
Stock symbol
MIME
Transactions as of
Apr 1, 2022
Transactions value $
-$164,751
Form type
4
Date filed
4/4/2022, 04:45 PM
Previous filing
Nov 9, 2021
Next filing
May 31, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MIME Ordinary Shares Options Exercise +4.68K +93600% 4.69K Apr 1, 2022 Direct F1, F2, F3
transaction MIME Ordinary Shares Gift $0 -4.68K -99.89% $0.00 5 Apr 2, 2022 Direct F4
transaction MIME Restricted Share Units Tax liability -$112K -1.41K -15.66% $79.59 7.59K Apr 1, 2022 Direct F2, F5, F6, F7
transaction MIME Restricted Share Units Options Exercise -3.09K -40.72% 4.5K Apr 1, 2022 Direct F2, F7, F8
transaction MIME Restricted Share Units Tax liability -$52.6K -661 -29.38% $79.59 1.59K Apr 2, 2022 Direct F2, F5, F6, F9
transaction MIME Restricted Share Units Options Exercise -1.59K -100% 0 Apr 2, 2022 Direct F2, F8, F9
holding MIME Ordinary Shares 974K Apr 1, 2022 By Declaration of Trust of Peter Bauer F10
holding MIME Ordinary Shares 1.9M Apr 1, 2022 By Rock Trustees Limited F11
holding MIME Ordinary Shares 14.2K Apr 1, 2022 By The Bauer Irrevocable Trust - 2020 F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The number of Ordinary Shares reflects the aggregate settlement of the two (2) restricted share units reported below upon vesting, net of Ordinary Shares that were retained (but not issued) by the Issuer in satisfaction of tax withholding obligations associated with the vesting of such units on either April 1, 2022 or April 2, 2022.
F2 Each restricted share unit represents a contingent right to receive one share of the Issuer's Ordinary Shares.
F3 The ending Ordinary Share balance in this column reflects the transfer by the Reporting Person in February 2022 of five (5) Ordinary Shares from the Declaration of Trust of Peter Bauer to an account in the name of the Reporting Person.
F4 The reported transaction reflects an immediate gift by the Reporting Person upon issuance of the Ordinary Shares to The Bauer Irrevocable Trust - 2020.
F5 The restricted share units reported as disposed of herein reflect the number of Ordinary Shares underlying the restricted share units that were retained (but not issued) by the Issuer in satisfaction of tax withholding obligations associated with the vesting of such units.
F6 Price reflects the closing price of the Issuer's Ordinary Shares on the Nasdaq Global Select Market on April 1, 2022.
F7 These restricted share units were granted on April 1, 2019. Twenty-five percent (25%) of the units vested on April 1, 2020, twenty-five percent (25%) of the units vested on April 1, 2021, twenty-five percent (25%) of the units vested on April 1, 2022, and the remainder of the units vest on April 1, 2023, provided that the Reporting Person remains an employee of the Issuer on each such vesting date.
F8 The restricted share units reported as disposed of herein were settled for the Issuer's Ordinary Shares upon the vesting of such units (as reported in Row 1 above).
F9 These restricted share units were granted on April 2, 2018 and vested on an annual basis over four (4) years. The units were fully vested on April 2, 2022.
F10 These shares are held by the Declaration of Trust of Peter Bauer. The Reporting Person is a beneficiary, and the sole trustee of, the Declaration of Trust of Peter Bauer.
F11 These shares are held by Rock Trustees Limited as trustee of the Butterworth Trust (the "Butterworth Trust"), of which the Reporting Person is a beneficiary. As trustee of the Butterworth Trust, Rock Trustees Limited exercises dispositive power over the shares held therein. The Reporting Person disclaims Section 16 beneficial ownership of the shares held by the Butterworth Trust, except to the extent, if any, of his pecuniary interest therein.
F12 These shares are held by The Bauer Irrevocable Trust - 2020 for the benefit of the Reporting Person's children. The Reporting Person disclaims Section 16 beneficial ownership of the shares held by The Bauer Irrevocable Trust - 2020, except to the extent, if any, of his pecuniary interest therein.

Remarks:

Exhibit 24 Power of Attorney (incorporated by reference to Power of Attorney filed as Exhibit 24 to Form 3 filed by the Reporting Person on April 2, 2018).