GoPro Inc
For the period ended Mar 31, 2024. Filed May 7, 2024.
View on SEC.govAbout this filing
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
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 5. Other Information
Trading Plans of Directors and Executive Officers
Set forth below is certain information regarding “Rule 10b5-1 trading arrangements” (Rule 10b5-1 trading plans) or a “non-Rule 10b5-1 trading arrangements” (non-Rule 10b5-1 trading plans), each as defined in Regulation S-K Item 408, adopted by our directors and officers (as defined in Rule 16a-1(f)) during the first quarter of fiscal year 2024. The Rule 10b5-1 trading plans listed below are each intended to satisfy the affirmative defense of Rule 10b5-1(c).
| Name | Title | Date Plan was Adopted | Expiration Date | Total Amount of Class A Common Stock to be Sold Under the Plan |
|---|---|---|---|---|
| Dean Jahnke (2) | Senior Vice President, Global Sales and Channel Marketing | 2/29/2024 (1) | 3/1/2025 | 450,877 |
(1) On February 29, 2024, Dean Jahnke, our Senior Vice President, Global Sales and Channel Marketing, entered into a Rule 10b5-1 trading plan (the "Jahnke 2024 Plan") which was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
(2) The Jahnke 2024 Plan provides for the sale of up to a maximum of 450,877 shares of Class A common stock comprised of shares acquired upon the vesting of restricted stock units and performance-based restricted stock units, purchases under the 2024 Employee Stock Purchase Plan (2024 ESPP), previously vested restricted stock units, previously purchased shares under the 2014 Employee Stock Purchase Plan (2014 ESPP) and the exercise of stock options. During the term of the Jahnke 2024 Plan, all vested shares received pursuant to equity awards granted to Mr. Jahnke will exclude any shares withheld by the Company to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the equity awards. Performance-based restricted stock units are subject to the satisfaction of certain performance criteria and have a payout range of 0% - 150%. Due to pricing conditions in the Jahnke 2024 Plan and the vesting conditions of the awards, the number of shares actually sold under the Jahnke 2024 Plan may be less than the maximum number of shares that can be sold, as noted in the table above. The Jahnke 2024 Plan will expire on March 1, 2025, or earlier if all transactions under the Jahnke 2024 Plan are completed.
On February 14, 2024, Eve Saltman, the Company’s Senior Vice President, Corporate and Business Development, Chief Legal Officer and Secretary and Chief Compliance Officer, terminated a Rule 10b5-1 trading plan which was adopted on November 22, 2022 and amended on August 17, 2023, and intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act. As of the date of termination of her Rule 10b5-1 trading plan, Ms. Saltman has sold 5,466 shares of Class A common stock under its terms.
No other officers or directors, as defined in Rule 16a-1(f), adopted, modified, or terminated a Rule 10b5-1 trading plan or a non-Rule 10b5-1 trading plan during the first quarter of fiscal year 2024.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.