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)
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2. Issuer Name and Ticker or Trading Symbol
EQUINIX INC [ EQIX ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 01/16/2024 | ||||||||||||||||||||||||||
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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 | 01/16/2024 | M | 1,057 | A | $0 | 13,138 | D | |||
| Common Stock | 01/16/2024 | M | 834 | A | $0 | 13,972 | D | |||
| Common Stock | 01/16/2024 | M | 1,082 | A | $0 | 15,054 | D | |||
| Common Stock | 01/16/2024 | M | 1,212 | A | $0 | 16,266 | D | |||
| Common Stock | 01/17/2024 | S(1) | 665 | D | $793.0982(2) | 15,601 | D | |||
| Common Stock | 01/17/2024 | S(1) | 250 | D | $794.6471(3) | 15,351 | D | |||
| Common Stock | 01/17/2024 | S(1) | 100 | D | $795.29 | 15,251 | D | |||
| Common Stock | 01/17/2024 | S(1) | 284 | D | $796.7355(4) | 14,967 | D | |||
| Common Stock | 01/17/2024 | S(1) | 100 | D | $801.86 | 14,867 | D | |||
| Common Stock | 01/17/2024 | S(1) | 200 | D | $805.57(5) | 14,667 | D | |||
| Common Stock | 01/17/2024 | S(1) | 300 | D | $808.56(6) | 14,367 | D | |||
| Common Stock | 01/17/2024 | S(1) | 200 | D | $809.93(7) | 14,167 | D | |||
| Common Stock | 01/17/2024 | S(1) | 100 | D | $812.94 | 14,067 | D | |||
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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 Unit | $0 | 01/16/2024 | A | 1,057 | (8) | (9) | Common Stock | 1,057 | $0 | 1,057 | D | ||||
| Restricted Stock Unit | $0 | 01/16/2024 | M | 1,057 | (8) | (9) | Common Stock | 1,057 | $0 | 0 | D | ||||
| Restricted Stock Units | $0 | 01/16/2024 | M | 834 | (10) | (9) | Common Stock | 834 | $0 | 0 | D | ||||
| Restricted Stock Unit | $0 | 01/16/2024 | M | 1,082 | (11) | (9) | Common Stock | 1,082 | $0 | 1,082 | D | ||||
| Restricted Stock Unit | $0 | 01/16/2024 | M | 1,212 | (12) | (9) | Common Stock | 1,212 | $0 | 2,421 | D | ||||
| Explanation of Responses: |
| 1. Shares were sold pursuant to a 10b5-1 Trading Plan in order to raise funds to pay the required withholding tax pursuant to the vesting of RSUs. |
| 2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $792.98 to $793.63, inclusive. The reporting person undertakes to provide to Equinix, Inc, any security holder of Equinix Inc, 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 footnotes 3 through 7 to this Form 4. |
| 3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $794.27 to $795.02 inclusive. |
| 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $796.32 to $797.10 inclusive. |
| 5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $805.39 to $805.75 inclusive. |
| 6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $808.23 to $808.98 inclusive. |
| 7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $809.80 to $810.06 inclusive. |
| 8. On February 18, 2021, the reporting person was granted performance restricted stock units, the vesting of which was subject to both continued service and the degree to which a relative Total Shareholder Return target was attained for the period January 1, 2021 to December 31, 2023. The Compensation Committee certified that the payout for this award would be 84.44% (out of a possible 100%) of the target to the reporting person based on the degree to which Equinix performed against the Russell 1000 Index. |
| 9. Restricted stock unit award expires upon reporting person's termination of service. |
| 10. Vesting is dependent upon continuous active service as an employee, consultant or director of the Company or a subsidiary of the Company (Service) throughout the vesting period. The Restricted Stock Units shall vest as follows: 33.33% of the RSUs vested on January 15, 2022 and an additional 33.33% of the RSUs will each vest on January 15, 2023 and January 15, 2024. |
| 11. Vesting is dependent upon continuous active service as an employee, consultant or director of the Company or a subsidiary of the Company (Service) throughout the vesting period. The Restricted Stock Units shall vest as follows: 33.33% of the RSUs vested on January 15, 2023 and an additional 33.33% of the RSUs will each vest on January 15, 2024 and January 15, 2025. |
| 12. Vesting is dependent upon continuous active service as an employee, consultant or director of the Company or a subsidiary of the Company (Service) throughout the vesting period. The Restricted Stock Units shall vest as follows: 33.33% of the RSUs vested on January 15, 2024 and an additional 33.33% of the RSUs will each vest on January 15, 2025 and January 15, 2026. |
| /s/ Samantha Lagocki, POA | 01/18/2024 | |
| ** 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. | ||