Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-15-075312
Date:2015-10-08
Issuer: GRUBHUB INC. (GRUB)
Original Submission Date:

Reporting Person:

DEWITT ADAM
C/O GRUBHUB INC.
111 W. WASHINGTON STREET, SUITE 2100 CHICAGO, IL 10018

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2015-10-08 M 12,000 a $1.99 12,500 direct
COMMON STOCK 2015-10-08 S 12,000 d $30.12 500 direct
COMMON STOCK 2015-10-12 M 4,000 a $1.99 4,500 direct
COMMON STOCK 2015-10-12 S 4,000 d $30.21 500 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
STOCK OPTION (RIGHT TO BUY) 1.99 2015-10-08 deemed execution date M 12,000 (d) 2021-12-07 common stock 12,000 $1.99 106,470 direct
STOCK OPTION (RIGHT TO BUY) 1.99 2015-10-12 deemed execution date M 4,000 (d) 2021-12-07 common stock 4,000 $1.99 102,470 direct
Footnotes
IDfootnote
f1 the transaction reported was effected pursuant to a rule 10b5-1 trading plan adopted by the reporting person.
f2 the price reported in column 4 is a weighted average price. the shares were sold in multiple transactions at prices ranging from $30.00 to $30.2725, inclusive. the reporting person undertakes to provide grubhub inc., any security holder of grubhub inc., 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.
f3 the price reported in column 4 is a weighted average price. the shares were sold in multiple transactions at prices ranging from $30.00 to $30.41, inclusive. the reporting person undertakes to provide grubhub inc., any security holder of grubhub inc., 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.
f4 beginning on november 7, 2011 and on the seventh calendar day of each month for 47 consecutive months thereafter, the option has vested or will vest in equal amounts, subject to mr. dewitt's continued status as an employee.
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