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Filing Details

Accession Number:: 0001144204-14-014632
Form Type:: 4/A
Zero Holdings:: No
Publication Time:: 2014-03-10 18:17:45
Reporting Period:: 2014-02-24

Filing Date:: 2014-03-10
Accepted Time:: 2014-03-10 18:17:45
Original Submission Date:: 2014-03-10
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1333513	Dealertrack Technologies Inc	TRAK	Services-Computer Integrated Systems Design (7373)	522336218

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1512727	Mark Furcolo	C/O Dealertrack Holdings, Inc. 1111 Marcus Avenue Lake Success NY US 11042	Evp, Lender Solutions	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2014-02-27	5,865	$27.99	27,225	No	4	M	Direct
Common Stock	Disposition	2014-02-27	5,865	$54.28	21,360	No	4	S	Direct
Common Stock	Acquisiton	2014-02-27	4,748	$19.65	26,108	No	4	M	Direct
Common Stock	Disposition	2014-02-27	4,748	$54.28	21,360	No	4	S	Direct
Common Stock	Acquisiton	2014-02-26	4,238	$0.00	21,360	No	4	A	Direct
Common Stock	Disposition	2014-02-24	499	$54.40	16,623	No	4	F	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	M	Direct
No	4	S	Direct
No	4	A	Direct
No	4	F	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Non-Qualified Stock Option (right to buy)	Disposition	2014-02-27	5,865	$0.00	5,865	$27.99
Common Stock	Non-Qualified Stock Option (right to buy)	Disposition	2014-02-27	4,748	$0.00	4,748	$19.65
Common Stock	Non-Qualified Stock Option (right to buy)	Acquisiton	2014-02-26	11,905	$0.00	11,905	$55.06
Common Stock	Performance Stock Unit	Acquisiton	2014-02-26	3,798	$0.00	3,798	$0.00

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
6,375	2019-02-28	No	4	D	Direct
1,572	2017-02-24	No	4	D	Direct
11,905	2021-02-26	No	4	A	Direct
3,798	2017-02-26	No	4	A	Direct

Footnotes

Includes 16,584 restricted stock units.
25% of the shares subject to the option vested on February 28,2013, and 1/36th of the remaining shares subject to the option will vest each month thereafter, such that 100% of the shares subject to the option will be fully vested on February 28, 2016.
25% of the shares subject to the option vested on February 24, 2012, and 1/36th of the remaining shares subject to the option will vest each month thereafter, such that 100% of the shares subject to the option will be fully vested on February 24, 2015.
This transaction was executed in multiple trades at prices ranging from $54.01 to $55.07. 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 and prices at which the transaction was effected.
Each restricted stock unit represents a contingent right to receive one share of Dealertrack common stock. The restricted stock units vest in four equal annual installments beginning February 26, 2015.
25% of the shares subject to the option will vest on February 26, 2015, and 1/36th of the remaining shares subject to the option will vest each month thereafter, such that 100% of the shares subject to the option will be fully vested on February 26, 2018.
This amount represents the target number of PSUs (100%) awarded and is subject to adjustment ranging from 0% (threshold) to 150% (maximum) based on the percentage achievement of the performance goals.
The Performance Stock Units will vest in full on February 28, 2017 subject to the achievement of certain performance goals. These performance goals are equally based on both the Company's Revenue for calendar year 2014 and the total shareholder return of the Company's common stock as compared to other companies in the NASDAQ Software Index in the aggregate for calendar years 2014, 2015 and 2016.
Includes 12,346 restricted stock units.
Represents shares withheld from vested RSUs for the payment of applicable income and payroll withholding taxes due on vesting.
An erroneous number was reported on the prior Form 4 and has been corrected through this amendment.