0001209191-15-028271.txt : 20150320 0001209191-15-028271.hdr.sgml : 20150320 20150320171323 ACCESSION NUMBER: 0001209191-15-028271 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150318 FILED AS OF DATE: 20150320 DATE AS OF CHANGE: 20150320 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SCIQUEST INC CENTRAL INDEX KEY: 0001082526 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 562127592 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 6501 WESTON PARKWAY STREET 2: SUITE 200 CITY: CARY STATE: NC ZIP: 27513 BUSINESS PHONE: 9196592100 MAIL ADDRESS: STREET 1: 6501 WESTON PARKWAY STREET 2: SUITE 200 CITY: CARY STATE: NC ZIP: 27513 FORMER COMPANY: FORMER CONFORMED NAME: SCIQUEST COM INC DATE OF NAME CHANGE: 19990914 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HOWARD RUDY CENTRAL INDEX KEY: 0001108161 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34875 FILM NUMBER: 15717012 MAIL ADDRESS: STREET 1: 322 WINDCHASE LANE CITY: WILMINGTON STATE: NC ZIP: 28409 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2015-03-18 0 0001082526 SCIQUEST INC SQI 0001108161 HOWARD RUDY 3020 CARRINGTON MILL BLVD. SUITE 100 MORRISVILLE NC 27560 0 1 0 0 Chief Financial Officer Restricted Stock Unit 2015-03-18 4 A 0 17889 0.00 A Common Stock 17889 32505 D Performance-Based Restricted Stock Unit 2015-03-18 4 A 0 17889 0.00 A 2018-03-18 Common Stock 17889 17889 D Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of common stock upon vesting without consideration. The RSUs were granted on March 18, 2015 and vest in four equal installments on each anniversary of the grant date until March 18, 2019. Shares of common stock will be issuable with respect to the RSUs upon the earlier to occur of the fifth anniversary of the grant date and a change of control of the Company. Each Performance-Based Restricted Stock Unit ("PSU") represents a contingent right to receive shares of common stock upon vesting without consideration based on the performance of the Company's common stock as compared to the Russell 2000 Index (the "Index"). The target number of shares issuable pursuant to the PSUs is 17,889, with the actual number of shares issuable being variable based on the over- or under-performance of the Company's stock price compared to the Index during the three-year period following the grant date. If the Company's common stock under-performs the Index, the number of shares issuable pursuant to the PSUs will be reduced from the target number of shares at a rate of 2 to 1 (two-percentage point reduction in target shares for each percentage point of under-performance). If the Company's common stock outperforms the Index, the number of shares issuable pursuant to the PSUs will be increased from the target shares at a rate of 2 to 1 (two-percentage point increase in the number of target shares for each percentage point of over-performance), up to 200% of the target shares. The shares subject to the PSUs are to be issued within 30 days following vesting. /s/ Grant W. Collingsworth, attorney-in-fact for Rudy C. Howard 2015-03-20 EX-24.4_572476 2 poa.txt POA DOCUMENT LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS Know all by these present, that the undersigned, Rudy C. Howard, hereby makes, constitutes and appoints Jennifer G. Kaelin, Christopher Barbee, John Lawlor, Grant W. Collingsworth and Seth K. Weiner, or any of them signing singly, the undersigned's true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to: (1) prepare, execute, acknowledge, deliver and file a Form ID and Forms 3, 4, and 5 (including any amendments thereto) with respect to the securities of SciQuest, Inc., a Delaware corporation (the "Company"), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the "Exchange Act"); (2) seek or obtain, as the undersigned's representative and on the undersigned's behalf, information on transactions in the Company's securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to the undersigned and approves and ratifies any such release of information; and (3) perform any and all other acts that in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing. The undersigned acknowledges that: (1) this Power of Attorney authorizes, but does not require, such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information; (2) any documents prepared and/or executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable; (3) neither the Company nor such attorney-in-fact assumes (i) any liability for the undersigned's responsibility to comply with the requirement of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and (4) this Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act. The undersigned hereby gives and grants the foregoing attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney. This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to such attorney-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 20th day of September, 2010 Signature: /s/ Rudy C. Howard Name: Rudy C. Howard