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 Information Services Group Inc. [ III ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 08/01/2022 | ||||||||||||||||||||||||||
| 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 | ||||||
| Shares of Common Stock | 08/01/2022 | M | 241,329 | A | $7.54 | 5,865,945 | D | |||
| Shares of Common Stock | 08/01/2022 | F(1) | 21,353 | D | $7.54 | 5,844,592 | D | |||
| Shares of Common Stock | 08/01/2022 | F(1) | 111,856 | D | $7.54 | 5,732,736 | D | |||
| Shares of Common Stock | 08/01/2022 | F(1) | 34,207 | D | $7.54 | 5,698,529 | 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 | ||||||||
| Performance Based RSUs | (2) | 08/01/2022 | M | 295,202(2) | 08/01/2022 | 08/01/2022 | Common Stock | 241,329 | $0 | 0 | D | ||||
| Explanation of Responses: |
| 1. Represents deemed disposition of shares of common stock to the Issuer as a result of withholding of shares of common stock to satisfy tax withholding obligations in connection with vesting of restricted stock units issued in accordance with Rule 16b-3. Each deemed disposition relates to a separate grant of restricted stock units. |
| 2. On August 1, 2019, the Reporting Person was granted RSUs that would be earned based on achievement of market price goals, which were measured as the average closing price of the Issuer's common stock over the ten-trading-day period prior to and including the third anniversary of the date of grant. 50% of the number of RSUs would be earned if the measured market price was $6 and 100% of the RSUs would be earned if the measured market price was $8 or above, with straight-line interpolation of the number of earned RSUs if the measured market price was between $6 and $8. Based on the creation of more than $230 million in market value since the grant in August 2019, these performance shares vested at 82% of the maximum that could have been earned. |
| /s/ Humberto P. Alfonso, Attorney-in-Fact | 08/03/2022 | |
| ** 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. | ||