SEC Form 4
FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol FORRESTER RESEARCH, INC. [ FORR ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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3. Date of Earliest Transaction (Month/Day/Year) 05/07/2018 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 05/07/2018 | M(1) | 2,661 | A | $0.00 | 8,861 | D | |||
Common Stock | 05/08/2017 | S | 8,100 | D | $42.61(2) | 761 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | $0.00(3) | 05/07/2018 | M | 843 | (4) | (4) | common stock | 843 | (5) | 0 | D | ||||
Restricted Stock Units | $0.00(3) | 05/07/2018 | M | 926 | (6) | (6) | common stock | 926 | (5) | 0 | D | ||||
Restricted Stock Units | $0.00(3) | 05/07/2018 | M | 892 | (7) | (7) | common stock | 892 | (5) | 0 | D |
Explanation of Responses: |
1. Represents the conversion, upon vesting, of restricted stock units into common stock. |
2. This transaction was executed in multiple trades at prices ranging from $42.00 to $43.40. The price reported above reflects the weighted average sale 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. |
3. Each Restricted Stock Unit represents the right to receive, following vesting, one share of Forrester Research, Inc. common stock. |
4. On May 13, 2014, the reporting person was granted 3372 RSUs, vesting in four equal annual installments beginning on the first anniversary of the grant date. Effective May 7, 2018, the Compensation and Nominating Committee accelerated the vesting of 843 RSUs in connection with the reporting person's resignation from the Company's board of directors. |
5. Each Restricted Stock Unit is the equivalent of one share of Forrester Research, Inc. common stock. |
6. On May 12, 2015, the reporting person was granted 3703 RSUs, vesting in four equal annual installments beginning on the first anniversary of the grant date. Effective May 7, 2018, the Compensation and Nominating Committee accelerated the vesting of 926 RSUs in connection with the reporting person's resignation from the Company's board of directors. |
7. On May 17, 2016, the reporting person was granted 3569 RSUs, vesting in four equal annual installments beginning on the first anniversary of the grant date. Effective May 7, 2018, the Compensation and Nominating Committee accelerated the vesting of 892 RSUs in connection with the reporting person's resignation from the Company's board of directors |
Remarks: |
Maite Garcia, attorney-in-fact for George Hornig | 05/08/2018 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |