Patrick W. Smith - Mar 24, 2023 Form 4 Insider Report for AXON ENTERPRISE, INC. (AXON)

Signature
/s/ Patrick W. Smith, by Isaiah Fields, Attorney-in-Fact
Stock symbol
AXON
Transactions as of
Mar 24, 2023
Transactions value $
$10,988,230
Form type
4
Date filed
3/28/2023, 09:54 PM
Previous filing
Mar 13, 2023
Next filing
Mar 31, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AXON Common Stock Options Exercise $12.6M +57.9K +2.11% $218.59 2.81M Mar 27, 2023 Direct F1
transaction AXON Common Stock Sale -$1.17M -5.41K -0.19% $216.52 2.8M Mar 27, 2023 Direct F1, F2, F3
transaction AXON Common Stock Sale -$3.7M -17K -0.61% $217.55 2.78M Mar 27, 2023 Direct F1, F2, F4
transaction AXON Common Stock Sale -$1.1M -5.02K -0.18% $218.36 2.78M Mar 27, 2023 Direct F1, F2, F5
transaction AXON Common Stock Sale -$908K -4.16K -0.15% $218.36 2.77M Mar 27, 2023 Direct F1, F5, F6
transaction AXON Common Stock Sale -$498K -2.27K -0.08% $219.47 2.77M Mar 27, 2023 Direct F1, F6, F7
transaction AXON Common Stock Sale -$94.2K -428 -0.02% $220.14 2.77M Mar 27, 2023 Direct F1, F6, F8
transaction AXON Common Stock Options Exercise $14.2M +66.1K +2.38% $215.60 2.84M Mar 28, 2023 Direct F1
transaction AXON Common Stock Sale -$6.02M -28K -0.99% $215.40 2.81M Mar 28, 2023 Direct F1, F2, F9
transaction AXON Common Stock Sale -$720K -3.33K -0.12% $216.07 2.81M Mar 28, 2023 Direct F1, F2, F10
transaction AXON Common Stock Sale -$376K -1.74K -0.06% $216.07 2.8M Mar 28, 2023 Direct F1, F6, F10
transaction AXON Common Stock Sale -$1.02M -4.69K -0.17% $217.29 2.8M Mar 28, 2023 Direct F1, F6, F11
transaction AXON Common Stock Sale -$304K -1.39K -0.05% $218.09 2.8M Mar 28, 2023 Direct F1, F6, F12

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 AXON Employee Stock Option Award $0 +530K +8755.37% $0.00 537K Mar 24, 2023 Common Stock 530K $28.58 Direct F13
transaction AXON Employee Stock Option Options Exercise $0 -6.06K -1.13% $0.00 530K Mar 27, 2023 Common Stock 6.06K $28.58 Direct F1
transaction AXON Employee Stock Option Options Exercise $0 -51.8K -9.77% $0.00 479K Mar 27, 2023 Common Stock 51.8K $28.58 Direct F1
transaction AXON Employee Stock Option Options Exercise $0 -66.1K -13.8% $0.00 413K Mar 28, 2023 Common Stock 66.1K $28.58 Direct F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 28, 2022.
F2 Securities disposed represent securities sold to settle the reporting person's tax liability and exercise price pursuant to a filed Rule 10b5-1 plan. The remainder of the shares, with the exception of those reported on this Form 4, are subject to a 2.5 year holding period.
F3 The transaction was executed in multiple trades at prices ranging from $215.90 to $216.89. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
F4 The transaction was executed in multiple trades at prices ranging from $216.90 to $217.89. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
F5 The transaction was executed in multiple trades at prices ranging from $217.90 to $218.89. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
F6 This sale of vested restricted stock units was executed pursuant to a filed Rule 10b5-1 plan.
F7 The transaction was executed in multiple trades at prices ranging from $218.90 to $219.68. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
F8 The transaction was executed in multiple trades at prices ranging from $219.93 to $220.36. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
F9 The transaction was executed in multiple trades at prices ranging from $214.78 to $215.77. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
F10 The transaction was executed in multiple trades at prices ranging from $215.78 to $216.67. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
F11 The transaction was executed in multiple trades at prices ranging from $216.78 to $217.76. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
F12 The transaction was executed in multiple trades at prices ranging from $217.81 to $218.72. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
F13 The transaction consists of performance-based restricted stock options granted on February 26, 2018 (which was approved by shareholders and became effective on May 24, 2018) for the achievement of the eleventh tranche of the CEO Performance Award for which the performance conditions were determined to have been certified by the Compensation Committee on the transaction date. The options for this tranche vested on March 24, 2023. Once the options are exercised, the shares are subject to a 2.5 year minimum holding period, excluding shares sold or made available to sell to cover taxes.