Accession Number: | 0001209191-19-026874 |
Date: | 2019-04-29 |
Issuer: | GOPRO, INC. (GPRO) |
Original Submission Date: |
WOODMAN NICHOLAS
3000 CLEARVIEW WAY
SAN MATEO, CA 94402
WOODMAN FAMILY TRUST UNDER TRUST AGREEMENT DATED MARCH 11, 2011
3000 CLEARVIEW WAY
SAN MATEO, CA 94402
Title of Security | Transaction Date | 2a. Deemed Execution Date | Transaction Code | Shares | Acquired or Disposed | Price per share | 5. Amount of Securities Beneficially Owned Following Reported Transaction | 6. Ownership Form Direct or Indirect | Nature of Indirect Ownership |
---|---|---|---|---|---|---|---|---|---|
CLASS A COMMON STOCK | 2019-04-29 | C | 550,845 | a | $0.00 | 550,845 | indirect | ||
CLASS A COMMON STOCK | 2019-04-29 | S | 550,845 | d | $6.02 | 0 | indirect | ||
CLASS A COMMON STOCK | 2019-04-30 | C | 506,476 | a | $0.00 | 506,476 | indirect | ||
CLASS A COMMON STOCK | 2019-04-30 | S | 506,476 | d | $5.92 | 0 | indirect | ||
CLASS A COMMON STOCK | 2019-05-01 | C | 342,679 | a | $0.00 | 342,679 | indirect | ||
CLASS A COMMON STOCK | 2019-05-01 | S | 342,679 | d | $5.91 | 0 | indirect |
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 Exercisable | Expiration 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 |
---|---|---|---|---|---|---|---|---|---|---|---|---|
CLASS B COMMON STOCK | 0.0 | 2019-04-29 | deemed execution date | C | 550,845 (d) | class a common stock 550,845 | $0.00 | 27,187,949 | indirect | by the woodman family trust under trust agreement dated march 11, 2011 | ||
CLASS B COMMON STOCK | 0.0 | 2019-04-30 | deemed execution date | C | 506,476 (d) | class a common stock 506,476 | $0.00 | 26,681,473 | indirect | by the woodman family trust under trust agreement dated march 11, 2011 | ||
CLASS B COMMON STOCK | 0.0 | 2019-05-01 | deemed execution date | C | 342,679 (d) | class a common stock 342,679 | $0.00 | 26,338,794 | indirect | by the woodman family trust under trust agreement dated march 11, 2011 | ||
CLASS B COMMON STOCK | 0.0 | deemed execution date | 0 ( ) | class a common stock 2,000,000 | $0.00 | 2,000,000 | indirect | by 2018 grat | ||||
CLASS B COMMON STOCK | 0.0 | deemed execution date | 0 ( ) | class a common stock 2,000,000 | $0.00 | 2,000,000 | indirect | by spouse's 2018 grat | ||||
CLASS B COMMON STOCK | 0.0 | deemed execution date | 0 ( ) | class a common stock 640,668 | $0.00 | 640,668 | indirect | by 2017 grat | ||||
CLASS B COMMON STOCK | 0.0 | deemed execution date | 0 ( ) | class a common stock 640,668 | $0.00 | 640,668 | indirect | by spouse's 2017 grat |
ID | footnote |
---|---|
f1 | mr. woodman and spouse are the co-trustees of the woodman family trust under trust agreement dated march 11, 2011. |
f2 | the sales reported on this form 4 were effected pursuant to a rule 10b5-1 trading plan adopted by the reporting person on august 31, 2018. |
f3 | the price reported is a weighted average sale price. these shares of class a common stock were sold in multiple transactions at sales prices ranging from $5.94 to $6.14, inclusive. the reporting person undertakes to provide to the issuer, any 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 ranges set forth in the footnote of this form 4. |
f4 | the price reported is a weighted average sale price. these shares of class a common stock were sold in multiple transactions at sales prices ranging from $5.88 to $6.03, inclusive. the reporting person undertakes to provide to the issuer, any 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 ranges set forth in the footnote of this form 4. |
f5 | the price reported is a weighted average sale price. these shares of class a common stock were sold in multiple transactions at sales prices ranging from $5.86 to $5.97, inclusive. the reporting person undertakes to provide to the issuer, any 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 ranges set forth in the footnote of this form 4. |
f6 | each share of class b common stock is convertible at any time at the option of the reporting person into one share of class a common stock and has no expiration date. the class b common stock is also convertible into class a common stock on the same basis upon any transfer, whether or not for value, except for "permitted transfers" as defined in the issuer's restated certificate of incorporation in effect as of the date hereof. each share of class b common stock will convert automatically into one share of class a common stock upon the date when the outstanding shares of class b common stock represent less than 10% of the aggregate number of shares of common stock then outstanding. |