| 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 CONTROL4 CORP [ CTRL ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 05/15/2019 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) 05/15/2019 | 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 | 05/15/2019 | M | 1,517 | A | (1) | 10,361(9) | D | |||
| Common Stock | 05/15/2019 | F | 445(2) | D | $23.76 | 9,916(9) | D | |||
| Common Stock | 05/15/2019 | M | 1,517 | A | (1) | 11,433(9) | D | |||
| Common Stock | 05/15/2019 | F | 445(2) | D | $23.76 | 10,988(9) | D | |||
| Common Stock | 05/15/2019 | M | 758 | A | (1) | 11,746(9) | D | |||
| Common Stock | 05/15/2019 | F | 223(2) | D | $23.76 | 11,523(9) | D | |||
| Common Stock | 05/15/2019 | M | 758 | A | (1) | 12,281(9) | D | |||
| Common Stock | 05/15/2019 | F | 223(2) | D | $23.76 | 12,058(9) | D | |||
| Common Stock | 05/15/2019 | M | 1,038 | A | (1) | 13,096(9) | D | |||
| Common Stock | 05/15/2019 | F | 305(2) | D | $23.76 | 12,791(9) | D | |||
| Common Stock | 1,041 | I | By 401(k) Plan(3) | |||||||
| 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 Restricted Stock Units | (1) | 05/15/2019 | M | 1,517 | (4) | (4) | Common Stock | 1,517 | $0 | 4,550 | D | ||||
| Restricted Stock Units | (1) | 05/15/2019 | M | 1,517 | (5) | (5) | Common Stock | 1,517 | $0 | 4,550 | D | ||||
| Performance-based Restricted Stock Units | (1) | 05/15/2019 | M | 758 | (6) | (6) | Common Stock | 758 | $0 | 5,309 | D | ||||
| Restricted Stock Units | (1) | 05/15/2019 | M | 758 | (7) | (7) | Common Stock | 758 | $0 | 5,309 | D | ||||
| Restricted Stock Units | (1) | 05/15/2019 | M | 1,038 | (8) | (8) | Common Stock | 1,038 | $0 | 1,039 | D | ||||
| Explanation of Responses: |
| 1. Each unit represents the right to receive, at settlement, one share of common stock at no cost. |
| 2. The federal and state tax withholding due at the vesting of these Units was satisfied by Control4 through a net issuance of these shares, which were retained by Control4 as treasury stock, and the requisite withholding amount was paid to the relevant tax authorities by Control4 on behalf of the Reporting Person. We used the closing price of the shares on the day prior to the vest date for withholding calculations. |
| 3. Shares held in Reporting Person's 401(k) Plan. |
| 4. This PSU award was granted on January 3, 2017. One-third of the shares in the award vested on February 15, 2018 due to the achievement of a certain 2017 financial performance goal. The remaining shares vest as follows, an additional 1/12 of the shares vest quarterly, on the 15th of May, August, November and February in each of the following eight quarters. |
| 5. This RSU award was granted on January 3, 2017. One-third of the shares in the award vested on February 15, 2018. The remaining shares vest as follows, an additional 1/12 of the shares vest quarterly, on the 15th of May, August, November and February in each of the following eight quarters. |
| 6. This PSU award was granted on January 4, 2018. One-third of the shares in the award vested on February 15, 2019 due to the achievement of a certain 2018 financial performance goal. The remaining shares vest as follows, an additional 1/12 of the shares vest quarterly, on the 15th of May, August, November and February in each of the following eight quarters. |
| 7. This RSU award was granted on January 4, 2018. One-third of the shares in the award vested on February 15, 2019. The remaining shares vest as follows, an additional 1/12 of the shares vest quarterly, on the 15th of May, August, November and February in each of the following eight quarters. |
| 8. This RSU award was granted on June 30, 2016. One-third of the shares in the award vested on February 15, 2017. The remaining shares vest as follows, an additional 1/12 of the shares vest quarterly, on the 15th of May, August, November and February in each of the following eight quarters. |
| 9. This Amendment is filed to correct the column "Amount of Securities Beneficially Owned Following Reported Transaction(s)" in Table 1. Each entry in the orginal filing, except the entry related to the shares that are indirectly owned, should have contained an additional 8844 shares. This number has now been added to each entry in this amended form. |
| /s/ Jonathan Tanner, attorney-in-fact for Bryce Judd | 06/07/2019 | |
| ** 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. | ||
