Frank Teruel - 30 Nov 2022 Form 4 Insider Report for MITEK SYSTEMS INC (MITK)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
02 Dec 2022, 17:51:49 UTC
Prior SEC filing
30 Nov 2022
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Jonathan O'Brien, by Power of Attorney

Key filing fact

Frank Teruel filed Form 4 for MITEK SYSTEMS INC (MITK) on 02 Dec 2022.

Key facts

  • This page summarizes Frank Teruel's Form 4 filing for MITEK SYSTEMS INC (MITK).
  • 2 reported transactions and 1 derivative row are listed below.
  • Accepted by SEC: 02 Dec 2022, 17:51.

Change

  • Previous filing in this sequence was filed on 30 Nov 2022.
  • Current net transaction value: +$150,002.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

MITK transaction

Common Stock

Award

Transaction value
$150,002
Shares
+14,663
Change %
+22%
Price
$10.23
Shares after
81,305
Date
30 Nov 2022
Ownership
Direct
Footnotes
F1

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

MITK transaction Derivative

Performance Restricted Stock Units

Award

Transaction value
$0
Shares
+19,502
Change %
+300%
Price
$0.000000
Shares after
25,992
Date
30 Nov 2022
Ownership
Direct
Underlying class
Common Stock
Underlying amount
19,502
Exercise price
Footnotes
F2, F3, F4, F5
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 5 footnotes

Footnote F1

Represents restricted stock units granted on November 30, 2022 under Mitek's 2020 Incentive Plan. Shares subject to the award vest as follows: 25% shall vest on the first anniversary of the date grant and thereafter an additional 25% shall vest on each subsequent anniversary of the date of grant

Footnote F2

Represents 19,502 performance restricted stock units (the "Performance RSUs") granted on November 30, 2022 under Mitek's 2020 Incentive Plan, which vest based upon the achievement of certain performance criteria over the three-year period following the date of grant (each such year, a "Performance Period"). Performance criteria is measured on both an annual and cumulative basis as described below. 14,663 of the Performance RSUs vest if certain at-target performance criteria is met (the "At-Target Performance RSUs") and 4,839 of the Performance RSUs vest if certain above-target performance criteria is met (the "Above-Target Performance RSUs").

Footnote F3

Up to 33.33% of the At-Target Performance RSUs shall vest on each one-year anniversary of the date of grant if the annual performance criteria for the applicable Performance Period has been met. Up to 33.33% of the Above-Target Performance RSUs shall vest on each one-year anniversary of the date of grant if the annual performance criteria for the applicable Performance Period has been exceeded by 10% or more. If the annual performance criteria for any applicable Performance Period has not been met, then up to 100% of any such prior Performance Period's unvested Performance RSUs shall vest at the end of any subsequent annual Performance Period if the applicable cumulative performance criteria has been met. For Mitek common stock performance (whether annual or cumulative) between 85% through 100% of the performance of the Russell 2000 Index, a pro-rata portion of the At-Target Performance RSUs will vest and no Above-Target Performance RSUs will vest.

Footnote F4

With respect to At-Target Performance RSUs, the annual performance criteria for each annual Performance Period shall be for the percentage increase in value of Mitek's common stock to meet or exceed the percentage increase in value of the Russell 2000 Index over the applicable annual Performance Period. With respect to Above-Target Performance RSUs, the annual performance criteria for each annual Performance Period shall be for the percentage increase in value of Mitek's common stock to be 110% or more of the percentage increase in value of the Russell 2000 Index over the applicable annual Performance Period.

Footnote F5

For the purposes of determining the percentage increase in value of Mitek's common stock and the Russell 2000 Index, a hypothetical investment of $100 will be made in both Mitek's common stock and the Russell 2000 Index with a purchase price equal to the average closing price of each for the 20-trading days immediately preceding the start of the applicable Performance Period. At the end of the applicable Performance Period, the value of the hypothetical investments shall be determined by assuming the sale of each based on the average closing price of each from the immediately preceding 20-trading days. The percentage change shall be determined by comparing the increase in value to the starting investment of $100.

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