Filing Details

Accession Number:
0001249155-16-000070
Form Type:
4
Zero Holdings:
No
Publication Time:
2016-10-04 16:29:19
Reporting Period:
2016-10-01
Filing Date:
2016-10-04
Accepted Time:
2016-10-04 16:29:19
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1477246 S&W Seed Co SANW Agricultural Production-Crops (100) 271275784
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1488713 S Mark Grewal 7108 North Fresno Street, Suite 380
Fresno CA 93720
President And Ceo Yes Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2016-10-01 4,722 $0.00 108,213 No 4 M Direct
Common Stock Acquisiton 2016-10-01 1,931 $0.00 110,144 No 4 M Direct
Common Stock Disposition 2016-10-01 2,500 $5.10 107,644 No 4 F Direct
Common Stock Disposition 2016-10-03 1,181 $5.15 106,463 No 4 S Direct
Common Stock Acquisiton 2016-10-03 75,000 $4.20 181,463 No 4 M Direct
Common Stock Disposition 2016-10-03 75,000 $5.07 106,463 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 M Direct
No 4 M Direct
No 4 F Direct
No 4 S Direct
No 4 M Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Restricted Stock Units Disposition 2016-10-03 4,722 $0.00 4,722 $0.00
Common Stock Restricted Stock Units Disposition 2016-10-03 1,931 $0.00 1,931 $0.00
Common Stock Employee Stock Options (right to buy) Acquisiton 2016-10-03 75,000 $0.00 75,000 $4.20
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
18,892 No 4 M Direct
13,526 No 4 M Direct
0 2016-10-24 No 4 M Direct
Footnotes
  1. Represents the conversion upon vesting of restricted stock units ("RSUs") into common stock. On March 16, 2013, the reporting person was granted 100,000 RSUs (the "2013 RSU grant") that were previously reported on Table II of Form 4, which form was filed with the Securities and Exchange Commission (the "SEC") on March 19, 2013.
  2. Represents the conversion of RSUs into common stock. On July 15, 2015, the reporting person was granted 25,000 RSUs (the "2015 RSU grant") that were previously reported on Table II of Form 4, which form was filed with the SEC on July 17, 2015.
  3. The reporting person is reporting the withholding by the Issuer of an aggregate of 2,500 shares of common stock that vested on October 1, 2016 pursuant to the 2013 RSU grant and the 2015 RSU grant, but that were not issued in order to satisfy the reporting person's tax withholding obligations in connection with the delivery of the converted common stock to the reporting person as of October 1, 2016.
  4. The sales reported on this Form 4 were made pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
  5. This transaction was executed in multiple trades at prices ranging from $5.1500 to $5.1600. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price for all transactions reported on this Form 4.
  6. Shares issued pursuant to the exercise of vested stock options.
  7. This transaction was executed in multiple trades at prices ranging from $5.0000 to $5.1400 per share. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price for all transactions reported on this Form 4.
  8. Each RSU is the economic equivalent of one share of S&W Seed Company common stock. The closing price of SANW on September 30, 2016 (the last trading day before the October 1, 2016 vesting date, which fell on a weekend) was $5.10.
  9. On March 16, 2013, the reporting person was granted 100,000 RSUs, of which 4,722 vested on October 1, 2016. The remaining unvested RSUs will continue to vest in three additional quarterly installments of 4,722 RSUs on the first day of each fiscal quarter and a final quarterly installment will vest an aggregate of 4,726 RSUs on October 1, 2017, subject to the reporting person's continued service with the Issuer through the vesting date. Vested shares will be delivered to the reporting person on the settlement date unless the Issuer elects to settle the RSUs in in cash or a combination of shares and cash, at the Issuer's discretion.
  10. On July 15, 2015, the reporting person was granted 25,000 RSUs, of which 1,931 vested on October 1, 2016. The common stock into which such vested RSUs converted on October 1, 2016 is reported on Table I of this Form 4. The remaining unvested RSUs will continue to vest in six additional quarterly installments of 1,931 RSUs on the first day of each fiscal quarter and a final quarter installment will vest an aggregate of 1,940 RSUs on July 1, 2018, subject to the reporting person's continued service with the Issuer through the vesting date. Vested shares will be delivered to the reporting person on the settlement date unless the Issuer elects to settle the RSUs in cash or a combination of shares and cash, at the Issuer's discretion.
  11. Options vested and became exercisable in eight quarterly installments over two years, commencing on January 1, 2012 and continuing thereafter on the first day of each succeeding fiscal quarter through and including October 1, 2014.