-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FqxFtMulPQ8quSmjjYpjixD9vH6di/KMwFvSrjPjqEbsyu0b6L8z5nWvxJ+EzIVL uQH/qLtP61c+qf8UszOatg== 0001104659-10-032217.txt : 20100603 0001104659-10-032217.hdr.sgml : 20100603 20100603160732 ACCESSION NUMBER: 0001104659-10-032217 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100601 FILED AS OF DATE: 20100603 DATE AS OF CHANGE: 20100603 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Brown Joel T. CENTRAL INDEX KEY: 0001463453 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34357 FILM NUMBER: 10875994 MAIL ADDRESS: STREET 1: 799 MARKET STREET STREET 2: FOURTH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94103 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: OPENTABLE INC CENTRAL INDEX KEY: 0001125914 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 943374049 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 799 MARKET STREET STREET 2: FOURTH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94103 BUSINESS PHONE: (415) 344-4200 MAIL ADDRESS: STREET 1: 799 MARKET STREET STREET 2: FOURTH FLOOR CITY: SAN FRANCISCO STATE: CA ZIP: 94103 4 1 a4.xml 4 X0303 4 2010-06-01 0 0001125914 OPENTABLE INC OPEN 0001463453 Brown Joel T. C/O OPENTABLE, INC. 799 MARKET STREET, FOURTH FLOOR SAN FRANCISCO CA 94103-2048 0 1 0 0 Senior VP, Operations Common Stock, $0.0001 par value 2010-06-01 4 M 0 8000 4.875 A 8000 D Common Stock, $0.0001 par value 2010-06-01 4 S 0 8000 40.909 D 0 D Common Stock, $0.0001 par value 2010-06-01 4 S 0 11000 40.816 D 94599 I By Trust Stock Option (right to buy) 4.875 2010-06-01 4 M 0 8000 0.00 D 2017-02-04 Common Stock 8000 48000 D The sale reported in the Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 11, 2009. The transaction was executed in multiple trades in prices ranging from $40.278 to $41.22, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a stockholder of the Issuer, information regarding the number of shares and prices at which the transaction was effected. The transaction was executed in multiple trades in prices ranging from $40.278 to $41.22, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a stockholder of the Issuer, information regarding the number of shares and prices at which the transaction was effected. A portion of these shares is subject to a right of repurchase held by the Issuer. These shares are held by the Joel T. Brown and Lorraine D. Brown, or their Successor(s), Trustees UTA dated October 27, 1998. The original option was for 120,000 shares, 32,000 of which were immediately exercisable. The shares vest pursuant to the following schedule: 3,000 of the shares subject to the option vest monthly from February 20, 2007 through August 19, 2007 and 2,333 of the shares subject to the option vest monthly from August 20, 2007 through August 19, 2010 and 3,000 of the shares subject to the option vest monthly from August 20, 2010 through February 19, 2011, subject to the Reporting Person's continued employment or service relationship with the Issuer on each of the vesting dates. /s/ Joel T. Brown 2010-06-03 -----END PRIVACY-ENHANCED MESSAGE-----