Statement of Changes in Beneficial Ownership (4)
May 11 2021 - 4:22PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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1. Name and Address of Reporting Person
*
Konold Aina E. |
2. Issuer Name and Ticker or Trading Symbol
NAUTILUS, INC.
[
NLS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Financial Officer |
(Last)
(First)
(Middle)
C/O NAUTILUS, INC., 17750 SE 6TH WAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/10/2021 |
(Street)
VANCOUVER, WA 98683
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 5/10/2021 | | M | | 53334 | A | (1) | 94668 | D | |
Common Stock | 5/10/2021 | | F | | 20987 (2) | D | $15.88 | 73681 | D | |
Common Stock | 5/11/2021 | | D | | 10000 | D | $15.6457 (3) | 63681 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Restricted Stock Units | (1) | 5/10/2021 | | M | | | 53334 | (4) | (4) | Common Stock | 53334.0 | $0 | 106666 | D | |
Explanation of Responses: |
(1) | Restricted stock units convert into common stock on a one-for-one basis. |
(2) | Represents shares withheld to satisfy the tax liability incident to the vesting of a security issued in accordance with Rule 16b-3. |
(3) | On May 11, 2021, pursuant to a pre-planned Rule 10b5-1 trading plan previously adopted by Ms. Konold on February 25, 2021 for personal financial management purposes, Ms. Konold sold 10,000 shares of the issuer in multiple trades at prices ranging from $15.25 to $16.51. The price reported above reflects the weighted average sale price. The reporting person undertakes to provide Nautilus, Inc., any securityholder of Nautilus, Inc., or the staff of the Securities & Exchange Commission upon request, full information regarding the number of shares sold at each separate price. |
(4) | On May 10, 2020 the reporting person was granted 160,000 restricted stock units, vesting in three equal annual installments on May 10, 2021, May 10, 2022 and May 10, 2023, subject to the reporting person's provision of services to the Issuer on such vesting dates. Shares of the Issuer's Common Stock will be delivered to the Reporting Person following vesting. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Konold Aina E. C/O NAUTILUS, INC. 17750 SE 6TH WAY VANCOUVER, WA 98683 |
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| Chief Financial Officer |
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Signatures
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/s/ Aina E. Konold | | 5/11/2021 |
**Signature of Reporting Person | Date |
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