Form 4 for DOCS Doximity, Inc.
Accepted 2021-08-17 00:00:00 ET · period of report 2021-08-13 · accession 0001516513-21-000018 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2021-08-17 | 2021-08-13 | DOCS | Kleine Joseph B. | Chief Commercial Off | C - Cnv Deriv | — | +200.0K | 200.0K | New | — |
| DM | 2021-08-17 | 2021-08-13 | DOCS | Kleine Joseph B. | Chief Commercial Off | S - Sale | $75.78 | -200.0K | 0 | -100% | -$15.16M |
| DM | 2021-08-17 | 2021-08-13 | DOCS | Kleine Joseph B. | Chief Commercial Off | C - Cnv Deriv | $0.00 | -200.0K | 100.0K | -67% | $0 |
| DM | 2021-08-17 | 2021-08-13 | DOCS | Kleine Joseph B. | Chief Commercial Off | M - OptEx | $0.00 | 0 | 70.0K | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2021-08-13 | C | A | 20,000 | — | 170,000 | D | — | — | (F1) Each share of Class B Common Stock, par value $0.001 per share (the "Class B Common Stock"), converted into one share of Class A Common Stock, par value $0.001 per share (the "Class A Common Stock"), at the option of the holder. |
| 2 | Common | Class A Common Stock | 2021-08-13 | C | A | 50,000 | — | 150,000 | D | — | — | (F1) Each share of Class B Common Stock, par value $0.001 per share (the "Class B Common Stock"), converted into one share of Class A Common Stock, par value $0.001 per share (the "Class A Common Stock"), at the option of the holder. |
| 3 | Common | Class A Common Stock | 2021-08-13 | C | A | 100,000 | — | 100,000 | D | — | — | (F1) Each share of Class B Common Stock, par value $0.001 per share (the "Class B Common Stock"), converted into one share of Class A Common Stock, par value $0.001 per share (the "Class A Common Stock"), at the option of the holder. |
| 4 | Common | Class A Common Stock | 2021-08-13 | C | A | 30,000 | — | 200,000 | D | — | — | (F1) Each share of Class B Common Stock, par value $0.001 per share (the "Class B Common Stock"), converted into one share of Class A Common Stock, par value $0.001 per share (the "Class A Common Stock"), at the option of the holder. |
| 5 | Common | Class A Common Stock | 2021-08-13 | S | D | 3,979 | $80.00 | 196,021 | D | — | — | |
| 6 | Common | Class A Common Stock | 2021-08-13 | S | D | 196,021 | $75.69 | 0 | D | — | — | (F2) The price represents the weighted-average price of the shares sold in multiple transactions ranging from $75.0000 to $77.6700 per share, inclusive. The Reporting Person undertakes to provide the Issuer, a security holder of the Issuer, 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 range set forth in this footnote. |
| 7 | Derivative | Class B Common Stock | 2021-08-13 | C | D | 30,000 | $0.00 | 0 | D | — · — to — | 30,000 Class A Common Stock | (F5) Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder. Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock, except for certain permitted transfers described in the Issuer's amended and restated certificate of incorporation; (2) the death or incapacity of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the tenth anniversary of the effectiveness of the registration statement in connection with the Issuer's initial public offering; or (b) the date specified by a vote of the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, voting as a single class. |
| 8 | Derivative | Class B Common Stock | 2021-08-13 | C | D | 20,000 | $0.00 | 30,000 | D | — · — to — | 20,000 Class A Common Stock | (F5) Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder. Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock, except for certain permitted transfers described in the Issuer's amended and restated certificate of incorporation; (2) the death or incapacity of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the tenth anniversary of the effectiveness of the registration statement in connection with the Issuer's initial public offering; or (b) the date specified by a vote of the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, voting as a single class. |
| 9 | Derivative | Class B Common Stock | 2021-08-13 | C | D | 50,000 | $0.00 | 50,000 | D | — · — to — | 50,000 Class A Common Stock | (F5) Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder. Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock, except for certain permitted transfers described in the Issuer's amended and restated certificate of incorporation; (2) the death or incapacity of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the tenth anniversary of the effectiveness of the registration statement in connection with the Issuer's initial public offering; or (b) the date specified by a vote of the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, voting as a single class. |
| 10 | Derivative | Class B Common Stock | 2021-08-13 | C | D | 100,000 | $0.00 | 100,000 | D | — · — to — | 100,000 Class A Common Stock | (F5) Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder. Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock, except for certain permitted transfers described in the Issuer's amended and restated certificate of incorporation; (2) the death or incapacity of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the tenth anniversary of the effectiveness of the registration statement in connection with the Issuer's initial public offering; or (b) the date specified by a vote of the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, voting as a single class. |
| 11 | Derivative | Class B Common Stock | 2021-08-13 | M | A | 30,000 | $0.00 | 200,000 | D | — · — to — | 30,000 Class A Common Stock | (F5) Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder. Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock, except for certain permitted transfers described in the Issuer's amended and restated certificate of incorporation; (2) the death or incapacity of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the tenth anniversary of the effectiveness of the registration statement in connection with the Issuer's initial public offering; or (b) the date specified by a vote of the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, voting as a single class. |
| 12 | Derivative | Class B Common Stock | 2021-08-13 | M | A | 20,000 | $0.00 | 170,000 | D | — · — to — | 20,000 Class A Common Stock | (F5) Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder. Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock, except for certain permitted transfers described in the Issuer's amended and restated certificate of incorporation; (2) the death or incapacity of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the tenth anniversary of the effectiveness of the registration statement in connection with the Issuer's initial public offering; or (b) the date specified by a vote of the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, voting as a single class. |
| 13 | Derivative | Class B Common Stock | 2021-08-13 | M | A | 50,000 | $0.00 | 150,000 | D | — · — to — | 50,000 Class A Common Stock | (F5) Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder. Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock, except for certain permitted transfers described in the Issuer's amended and restated certificate of incorporation; (2) the death or incapacity of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the tenth anniversary of the effectiveness of the registration statement in connection with the Issuer's initial public offering; or (b) the date specified by a vote of the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, voting as a single class. |
| 14 | Derivative | Class B Common Stock | 2021-08-13 | M | A | 100,000 | $0.00 | 100,000 | D | — · — to — | 100,000 Class A Common Stock | (F5) Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder. Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock, upon the following: (1) the sale or transfer of such share of Class B Common Stock, except for certain permitted transfers described in the Issuer's amended and restated certificate of incorporation; (2) the death or incapacity of the Reporting Person; and (3) on the final conversion date, defined as the earlier of (a) the tenth anniversary of the effectiveness of the registration statement in connection with the Issuer's initial public offering; or (b) the date specified by a vote of the holders of at least 66 2/3% of the outstanding shares of Class B Common Stock, voting as a single class. |
| 15 | Derivative | Stock Option (Right to Buy) | 2021-08-13 | M | D | 20,000 | $0.00 | 140,000 | D | $1.54 · — to 2030-06-09 | 20,000 Class B Common Stock | (F7) In the event that the Issuer terminates the Reporting Person's employment without cause, the then-unvested shares subject to the stock option that would have vested during the six months following the Reporting Person's termination will vest and become exercisable. (F8) The stock option vests in 48 equal monthly installments after May 1, 2020, subject to the Reporting Person's continuous service relationship with the Issuer through each applicable vesting date. The stock option was granted on June 10, 2020. (F3) In the event there is a change of control and the Issuer terminates the Reporting Person's employment other than for cause or the Reporting Person terminates his employment with the Issuer as a result of a constructive termination, in either case within 12 months following the consummation of a change of control, 100% of the then-unvested shares subject to the stock option shall vest and become exercisable as of such termination date. |
| 16 | Derivative | Stock Option (Right to Buy) | 2021-08-13 | M | D | 50,000 | $0.00 | 310,000 | D | $1.09 · — to 2029-02-12 | 50,000 Class B Common Stock | (F6) The stock option vests in 48 equal monthly installments following the date that the target milestone related to the achievement of a certain annual contract value in fiscal 2020 was achieved, subject to the Reporting Person's continuous service relationship with the Issuer through each applicable vesting date. The stock option was granted on February 13, 2019. (F3) In the event there is a change of control and the Issuer terminates the Reporting Person's employment other than for cause or the Reporting Person terminates his employment with the Issuer as a result of a constructive termination, in either case within 12 months following the consummation of a change of control, 100% of the then-unvested shares subject to the stock option shall vest and become exercisable as of such termination date. |
| 17 | Derivative | Stock Option (Right to Buy) | 2021-08-13 | M | D | 100,000 | $0.00 | 260,000 | D | $1.09 · — to 2029-02-12 | 100,000 Class B Common Stock | (F4) The stock option vests in 48 equal monthly installments after February 28, 2019, subject to the Reporting Person's continuous service relationship with the Issuer through each applicable vesting date. The stock option was granted on February 13, 2019. (F3) In the event there is a change of control and the Issuer terminates the Reporting Person's employment other than for cause or the Reporting Person terminates his employment with the Issuer as a result of a constructive termination, in either case within 12 months following the consummation of a change of control, 100% of the then-unvested shares subject to the stock option shall vest and become exercisable as of such termination date. |
| 18 | Derivative | Stock Option (Right to Buy) | 2021-08-13 | M | D | 30,000 | $0.00 | 70,000 | D | $1.54 · — to 2030-06-09 | 30,000 Class B Common Stock | (F7) In the event that the Issuer terminates the Reporting Person's employment without cause, the then-unvested shares subject to the stock option that would have vested during the six months following the Reporting Person's termination will vest and become exercisable. (F9) The stock option shall fully vest upon the date that the Board of Directors of the Issuer (the "Board") determines that certain target milestones related to the Issuer's bookings plan have been achieved, subject to the Reporting Person's continuous service relationship with the Issuer through each applicable vesting date. In the event that the target milestones are not achieved on or before March 31, 2021, or if the Board does not otherwise determine that the stock option shall vest in whole or in part on or prior to June 30, 2021, the stock option shall expire. The stock option was granted on June 10, 2020. (F3) In the event there is a change of control and the Issuer terminates the Reporting Person's employment other than for cause or the Reporting Person terminates his employment with the Issuer as a result of a constructive termination, in either case within 12 months following the consummation of a change of control, 100% of the then-unvested shares subject to the stock option shall vest and become exercisable as of such termination date. |