0001016125-17-000032.txt : 20170213 0001016125-17-000032.hdr.sgml : 20170213 20170213193807 ACCESSION NUMBER: 0001016125-17-000032 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170210 FILED AS OF DATE: 20170213 DATE AS OF CHANGE: 20170213 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ULTIMATE SOFTWARE GROUP INC CENTRAL INDEX KEY: 0001016125 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 650694077 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ULTIMATE SOFTWARE GROUP INC STREET 2: 2000 ULTIMATE WAY CITY: WESTON STATE: FL ZIP: 33326 BUSINESS PHONE: 9542661000 MAIL ADDRESS: STREET 1: ULTIMATE SOFTWARE GROUP INC STREET 2: 2000 ULTIMATE WAY CITY: WESTON STATE: FL ZIP: 33326 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCHERR SCOTT CENTRAL INDEX KEY: 0001249666 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24347 FILM NUMBER: 17601729 4 1 wf-form4_148703267305846.xml FORM 4 X0306 4 2017-02-10 0 0001016125 ULTIMATE SOFTWARE GROUP INC ULTI 0001249666 SCHERR SCOTT 2000 ULTIMATE SOFTWARE WESTON FL 33326 1 1 0 0 Chairman, President and CEO Restricted Stock Award 2017-02-10 2017-02-10 4 A 0 157270 0 A 514675 D Restricted Stock Award 2017-02-11 2017-02-11 4 F 0 32207 195.61 D 482468 D Common Stock 2017-02-13 2017-02-13 4 S 0 30531 193.655 D 451937 D Common Stock 2017-02-13 2017-02-13 4 S 0 13535 194.251 D 438402 D Common Stock 2017-02-13 2017-02-13 4 S 0 500 195.088 D 437902 D The restricted stock award was granted in connection with the termination of the Company's Amended and Restated Change in Control Bonus Plan for Executive Officers ("CIC Plan") and all remaining awards that were outstanding under the CIC Plan. Pursuant to the terms of the CIC Plan, in connection with the termination of these awards, the Company was required to provide each of the participants in the CIC Plan I, including Mr. Scherr, with an arrangement of comparable value as determined by the Compensation Committee of the Board of Directors in good faith. This restricted stock award was granted for that purpose. These shares were retained by the Company and not issued, in satisfaction of withholding payroll tax requirements applicable to vesting of the Restricted Stock Awards originally granted on March 6, 2015. The transactions reported on this Form 4 were effected pursuant to a Rule 10(b)5-1 trading plan adopted by the reporting person on November 18, 2016. The sales price represents the weighted average sales price ranging in price from $193.040 to $194.035. The number of shares sold at each separate price will be made available to the SEC Staff, the issuer, or a security holder of the issuer upon request. The sales price represents the weighted average sales price ranging in price from $194.040 to $195.000. The number of shares sold at each separate price will be made available to the SEC Staff, the issuer, or a security holder of the issuer upon request. The sales price represents the weighted average sales price ranging in price from $195.040 to $195.135. The number of shares sold at each separate price will be made available to the SEC Staff, the issuer, or a security holder of the issuer upon request. Felicia Alvaro by Power of Attorney for Scott Scherr 2017-02-13