Form 4 CONTROL4 CORP For: Nov 15 Filed by: Dungan Jefferson

November 16, 2017 7:41 PM
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Dungan Jefferson

(Last) (First) (Middle)
C/O CONTROL4 CORPORATION
11734 S. ELECTION ROAD

(Street)
SALT LAKE CITY UT 84020

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CONTROL4 CORP [ CTRL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP Bus. Development
3. Date of Earliest Transaction (Month/Day/Year)
11/15/2017
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/15/2017 M 1,416 A (1) 1,416 D
Common Stock 11/15/2017 F 459 (2) D $ 33.12 957 D
Common Stock 11/15/2017 M 1,416 A (1) 2,373 D
Common Stock 11/15/2017 F 459 (3) D $ 33.12 1,914 D
Common Stock 11/16/2017 (4) S 1,914 D $ 32.99 0 D
Common Stock 296 I By 401(k) Plan (5)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Perforomance-based Restricted Stock Units (1) 11/15/2017 M 1,416 (6) (6) Common Stock 1,416 $ 0 7,084 D
Restricted Stock Units (1) 11/15/2017 M 1,416 (7) (7) Common Stock 1,416 $ 0 7,084 D
Explanation of Responses:
1. Each unit represents the right to receive, at settlement, one share of common stock at no cost.
2. The minimum federal and state tax withholding due at the vesting of PSU was satisfied by Control4 through a net issuance of these shares, which were retained by Control4 as treasury stock, and the requisite withholding amount was paid to the relevant tax authorities by Control4 on behalf of the Reporting Person. We used the closing price of the shares on the day prior to the vest date for withholding calculations.
3. The minimum federal and state tax withholding due at the vesting of RSU was satisfied by Control4 through a net issuance of these shares, which were retained by Control4 as treasury stock, and the requisite withholding amount was paid to the relevant tax authorities by Conrol4 on behalf of the Reporting Person. We used the closing price of the shares on the day prior to the vest date for withholding calculations.
4. Automatic sale pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on November 30, 2016.
5. Aggregate shares held by the Reporting Person's 401(k) Plan and his wife's 401(k) Plan.
6. This PSU award was granted on January 1, 2016, and upon the certification that certain 2016 financial performance goals were achieved, these shares will vest as follows: 1/3 of the shares vested on February 10, 2017, and an additional 1/12 of the shares shall vest quarterly thereafter on the 15th of the first month in each of the following eight quarters, subject to the reporting person's continuous service to the Issuer on each such date.
7. This RSU award was granted on January 1, 2016, and will vest as follows: 1/3 of the shares vested on February 10, 2017, and an additional 1/12 of the shares shall vest quarterly thereafter on the 15th of the first month in each of the following eight quarters, subject to the reporting person's continuous service to the Issuer on each such date.
/s/ Greg Bishop, Attorney in fact for Jefferson Dungan 11/16/2017
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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