Vringo (VRNG) Updates on Recent RSU Conversions, Sales October 3, 2014 8:04 AM EDT
In July 2012 and February 2013, Vringo (Nasdaq: VRNG) granted restricted stock units to certain of Vringo's officers and directors pursuant to Vringo's 2012 Equity Incentive Plan. Portions of these restricted stock units vest on a quarterly basis, resulting in income tax liabilities for such officers and directors. The proceeds from stock sales made by such officers and directors following vesting are used to pay the income tax liabilities associated with the vesting of the restricted stock units. Certain of Vringo's officers and directors made such sales on September 30, 2014.
These stock sales were effected pursuant to pre-existing trading plans established pursuant to Rule 10b5-1 and were reported on Forms 4, which were filed with the United States Securities and Exchange Commission ("SEC").
As used here, the term "Rule 10b5-1" refers to an SEC rule under the Securities Exchange Act of 1934 that enables company officers and directors to enter into plans at times when such persons do not have any material, non-public information concerning the issuer. The plans were put in place by such persons to sell a pre-specified number of restricted stock units on the applicable vesting dates of the restricted stock units. Vringo believes it is a common practice for insiders to sell shares on regular intervals to pay the income tax associated with the vesting of the restricted stock units. The stock sales are completed in a systematic, nondiscretionary manner with the goal of minimal market impact, and compliance with federal securities laws and regulations adopted by the SEC.
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