Tom Casey - Dec 19, 2023 Form 4 Insider Report for SPLUNK INC (SPLK)

Signature
/s/ Steve Dean, by power of attorney
Stock symbol
SPLK
Transactions as of
Dec 19, 2023
Transactions value $
-$7,281,643
Form type
4
Date filed
12/21/2023, 04:35 PM
Previous filing
Dec 12, 2023
Next filing
Feb 29, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SPLK Common Stock Award $0 +10.8K +8.96% $0.00 131K Dec 19, 2023 Direct F1
transaction SPLK Common Stock Award $0 +12.8K +9.77% $0.00 144K Dec 19, 2023 Direct F2
transaction SPLK Common Stock Tax liability -$7.28M -47.9K -33.35% $151.97 95.7K Dec 19, 2023 Direct
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents performance-based restricted share units granted to the reporting person on September 20, 2022 and that were scheduled to vest or be forfeited based on the attainment of performance-based vesting conditions during the performance period ending on February 29, 2024. In connection with that certain Agreement and Plan of Merger (the "Merger Agreement"), by and among the Issuer, Cisco Systems, Inc., a Delaware corporation ("Parent"), and Spirit Merger Corp., a Delaware corporation and wholly owned subsidiary of Parent, the Talent & Compensation Committee of the Board of Directors of the Issuer (the "Committee") accelerated the vesting and settlement of such restricted share units. The reporting person has signed a 280G Mitigation Acknowledgment as described in the Issuer's Current Report on Form 8-K filed on December 21, 2023, and the accelerated restricted share units are subject to certain forfeiture conditions.
F2 Represents performance-based restricted share units granted to the reporting person on March 16, 2023 and that were scheduled to vest or be forfeited based on the attainment of performance-based vesting conditions during the performance period ending on February 28, 2025. In connection with that certain Agreement and Plan of Merger (the "Merger Agreement"), by and among the Issuer, Cisco Systems, Inc., a Delaware corporation ("Parent"), and Spirit Merger Corp., a Delaware corporation and wholly owned subsidiary of Parent, the Talent & Compensation Committee of the Board of Directors of the Issuer (the "Committee") accelerated the vesting and settlement of such restricted share units. The reporting person has signed a 280G Mitigation Acknowledgment as described in the Issuer's Current Report on Form 8-K filed on December 21, 2023, and the accelerated restricted share units are subject to certain forfeiture conditions.