TERADATA CORP DE
For the period ended Mar 31, 2024. Filed May 7, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2024 · Filed May 7, 2024
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Item 5. Other Information
During the three months ended March 31, 2024, other than the directors and officers shown in the table below, no director or officer of the Company adopted orterminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of Regulation S-K.
| Name (Title) | Action | Date | Trading Arrangement | Aggregate Number of Shares that could be Sold under the Rule 10b5-1 Plan | Expiration Date | |
|---|---|---|---|---|---|---|
| Rule 10b5-1* | Non-Rule 10b5-1** | |||||
| Claire Bramley (Chief Financial Officer) | Terminated (2) | February 14, 2024 | x | Up to 90,770(3) | June 28, 2024 | |
| Todd M. Cione (Former Chief Revenue Officer) (1) | Terminated (2) | February 15, 2024 | x | Up to 75,925(4) | August 14, 2024 | |
| Stephen McMillan (Chief Executive Officer) | Adopted | February 23, 2024 | x | Up to 30,000 | November 8, 2024 | |
| Timothy C. K. Chou (Director) | Terminated (2) | February 29, 2024 | x | Up to 6,536(5) | December 31, 2024 | |
- Intended to satisfy the affirmative defense of Rule 10b5-1(c).
**Not intended to satisfy the affirmative defense of Rule 10b5-1(c).
(1)Mr. Cione served as the Chief Revenue Officer through April 5, 2024.
(2)Certain directors and officers terminated their existing Rule 10b5-1 Plans during the open window following Teradata's earnings release on February 12, 2024 for its 2023 year-end to avoid any negative appearance from selling Teradata securities in close proximity to the adverse stock market reaction to such earnings.
(3)Ms. Bramley had 72,480 net shares of the Company remaining under her Rule 10b5-1 Plan as of the date of termination of her Plan. Only the portion of these remaining shares necessary to satisfy sales of up to a total of $400,000 in the aggregate could have been sold if the Company’s stock price was at or above a specified price in the Rule 10b5-1 Plan during the open windows following the 2023 year-end and 2024 first quarter earnings calls.
(4)Mr. Cione had 36,196 net shares of the Company remaining under his 10b5-1 Plan as of the date of termination of his Plan. Such shares would have been sold under his Plan during specified periods if the Company’s stock price was at or above a specified price, each as in the Rule 10b5-1 Plan.
(5)Mr. Chou had 6,536 shares of the Company remaining under his Rule 10b5-1 Plan as of the date of termination of his Plan. Such shares would have been sold (i) at the market price of the Company’s stock on the day specified in the Plan and (ii) during specified periods if the Company’s stock price was at or above a specified price, each as in the Rule 10b5-1 Plan.
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