SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Colgrove John
(Last) (First) (Middle)
650 CASTRO ST
(Street)
MOUNTAIN VIEW CA 94041
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Pure Storage, Inc. [ PSTG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Technology Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/27/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 02/27/2018 A 20,001(1) A $0.00 71,851 D
Class A Common Stock 02/27/2018 A 20,001(2) A $0.00 91,852 D
Class A Common Stock 02/27/2018 A 20,001(3) A $0.00 111,853 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Explanation of Responses:
1. The shares of Class A Common Stock are to be acquired upon the vesting of a Performance-Based Restricted Stock Unit ("PRSU") award granted to the Reporting Person. The Issuer's Compensation Committee (the "Committee") authorized the issuance of the underlying Class A Common Stock based upon the Company's achievement against a financial target set by the Committee on March 30, 2017. The performance period for the award was February 1, 2017 to January 31, 2018, with vesting subject to a determination of performance achievement by the Committee, which was approved on February 27, 2018. As a result, this PRSU award shall vest in full on April 5, 2018, subject to Reporting Person's Continuous Service (as defined in the Issuer's 2015 Equity Incentive Plan) through such date.
2. The shares of Class A Common Stock are to be acquired upon the vesting of a PRSU award granted to the Reporting Person. The Committee authorized the issuance of the underlying Class A Common Stock based upon the Company's achievement level against a financial target set by the Committee on March 30, 2017. The performance period for the award was February 1, 2017 to January 31, 2018, with vesting subject to a determination of performance achievement by the Committee, which was approved on February 27, 2018. As a result, 1/4th of this PRSU award shall vest on each of July 5, 2018, October 5, 2018, January 5, 2019 and April 5, 2019, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2015 Equity Incentive Plan) through such dates.
3. The shares of Class A Common Stock are to be acquired upon the vesting of a PRSU award granted to the Reporting Person. The Committee authorized the issuance of the underlying Class A Common Stock based upon the Company's achievement level against a financial target set by the Committee on March 30, 2017. The performance period for the award was February 1, 2017 to January 31, 2018, with vesting subject to a determination of performance achievement by the Committee, which was approved on February 27, 2018. As a result, 1/4th of this PRSU award shall vest on each of July 5, 2019, October 5, 2019, January 5, 2020 and April 5, 2020, subject to the Reporting Person's Continuous Service (as defined in the Issuer's 2015 Equity Incentive Plan) through such dates.
Remarks:
/s/ Joseph T. FitzGerald, attorney-in-fact 03/01/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.