Wilson James Denson Jr's Form 4/A amendment
AmendedADTRAN Holdings, Inc. (ADTN) · filed Sep 2, 2022
- Accession no.
- 0000926282-22-000051
- Filed
- Sep 2, 2022
- Trade date
- Aug 11, 2022
- Filing delay
- 22 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
- Original filed
- Aug 15, 2022
This filing lists 9 non-derivative transactions and 4 derivative transactions. Open-market sales total $1.15M. It was filed 22 days after the trade.
This amendment replaces 0000926282-22-000049 (filed Aug 15, 2022).
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Wilson James Denson JrCIK 0001371377 | Officer (Chief Revenue Officer) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Aug 11, 2022 | Common Stock | MOption exerciseAcquired | +5,271 | $18.97 | +$99,990.87 | 137,526.15 | Direct | |
| Aug 11, 2022 | Common Stock | SSaleDisposed | −5,271 | $24.17F1 | −$127,400.07 | 132,255.15 | Direct | |
| Aug 11, 2022 | Common Stock | MOption exerciseAcquired | +6,260 | $15.33 | +$95,965.8 | 138,515.15 | Direct | |
| Aug 11, 2022 | Common Stock | SSaleDisposed | −6,260 | $24.17F1 | −$151,304.2 | 132,255.15 | Direct | |
| Aug 11, 2022 | Common Stock | MOption exerciseAcquired | +19,772 | $18.97 | +$375,074.84 | 152,027.15 | Direct | |
| Aug 11, 2022 | Common Stock | SSaleDisposed | −19,772 | $24.18F2 | −$478,086.96 | 132,255.15 | Direct | |
| Aug 11, 2022 | Common Stock | MOption exerciseAcquired | +12,522 | $15.33 | +$191,962.26 | 144,777.15 | Direct | |
| Aug 11, 2022 | Common Stock | SSaleDisposed | −12,522 | $24.18F2 | −$302,781.96 | 132,255.15 | Direct | |
| Aug 11, 2022 | Common Stock | SSaleDisposed | −3,797 | $24.29F3 | −$92,229.13 | 128,458.15 | Direct |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Aug 11, 2022 | Common Stock | MOption exerciseDisposed | −5,271 | $0.00 | $0 | 0 | Direct | |
| Aug 11, 2022 | Common Stock | MOption exerciseDisposed | −6,260 | $0.00 | $0 | 0 | Direct | |
| Aug 11, 2022 | Common Stock | MOption exerciseDisposed | −19,772 | $0.00 | $0 | 0 | Direct | |
| Aug 11, 2022 | Common Stock | MOption exerciseDisposed | −12,522 | $0.00 | $0 | 0 | Direct |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
These shares were sold in multiple transactions at prices ranging from $24.07 to $24.45, inclusive. The reporting person undertakes to provide to ADTRAN Holdings, Inc. (the Issuer), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (1) to this Form 4.
Referenced by the price of 2 transactions in Table I.
- F2
These shares were sold in multiple transactions at prices ranging from $24.07 to $24.38, inclusive. The reporting person undertakes to provide to ADTRAN Holdings, Inc. (the Issuer), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (2) to this Form 4.
Referenced by the price of 2 transactions in Table I.
- F3
These shares were sold in multiple transactions at prices ranging from $24.15 to $24.41, inclusive. The reporting person undertakes to provide to ADTRAN Holdings, Inc. (the Issuer), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (3) to this Form 4.
Referenced by the price of 1 transaction in Table I.
- F4
The options granted to the reporting person vested in four equal annual installments beginning on the first anniversary of the date of the grant, which was November 15, 2014.
- F5
The options granted to the reporting person vested in four equal annual installments beginning on the first anniversary of the date of the grant, which was November 14, 2015.
- F6
The options granted to the reporting person vested in four equal annual installments beginning on the first anniversary of the date of the grant, which was November 2, 2013.
- F7
Represents shares of phantom stock of the Issuer that have been acquired through the automatic reinvestment of dividends paid on the Issuer's common stock, which phantom shares become payable in cash six months after the reporting person's separation of service with the Issuer.
Remarks
Explanatory note: This amendment is being filed to clarify that the sales prices for the direct sales on 8/11/22 that were originally reported in the Form 4 filed on 8/15/22 were weighted average prices and to provide the range of prices at which the at which the shares were sold.