Statement of Changes in Beneficial Ownership (4)
26 May 2021 - 5:06AM
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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3235-0287
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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
*
LENDER DANIEL |
2. Issuer Name and Ticker or Trading Symbol
QAD INC
[
QADA_QADB
]
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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) EVP & CFO |
(Last)
(First)
(Middle)
100 INNOVATION PLACE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/21/2021 |
(Street)
SANTA BARBARA, CA 93108
(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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Class A Common Stock (1) | 5/21/2021 | | A | | 12500 (2) | A | $0 | 166335 | 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 |
Performance Stock Units | $0 | 5/21/2021 | | A | | 12500 (3) | | (4) | (5) | Class A Common Stock | 12500 (3) | $0 | 12500 (3) | D | |
Explanation of Responses: |
(1) | Grant of restricted stock units ("RSUs") that are common stock equivalents and may be settled solely in shares of the issuer's Class A Common Stock. |
(2) | RSUs vest one-quarter per year on the anniversary date of the grant over four years. |
(3) | Represents a grant of performance stock units ("PSUs") to acquire the issuer's Class A common stock. The PSUs vest one-third per year on the anniversary date of the grant over three years, subject to the satisfaction of a two-factor performance-related milestone. The number of shares reflected is the target number of shares which may be acquired in the aggregate by the reporting person. The actual number of shares that may ultimately be delivered ranges from zero to 25,000. |
(4) | See footnote 3. PSUs have no exercise date. |
(5) | Not applicable. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
LENDER DANIEL 100 INNOVATION PLACE SANTA BARBARA, CA 93108 |
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| EVP & CFO |
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Signatures
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/s/ Mark Rasmussen, Attorney in Fact for Daniel Lender | | 5/25/2021 |
**Signature of Reporting Person | Date |
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