0001550695-22-000037.txt : 20220517 0001550695-22-000037.hdr.sgml : 20220517 20220517194415 ACCESSION NUMBER: 0001550695-22-000037 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220513 FILED AS OF DATE: 20220517 DATE AS OF CHANGE: 20220517 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Johnston Ian CENTRAL INDEX KEY: 0001703802 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35628 FILM NUMBER: 22936583 MAIL ADDRESS: STREET 1: 333 NORTH CANYONS PARKWAY CITY: LIVERMORE STATE: CA ZIP: 94551 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Performant Financial Corp CENTRAL INDEX KEY: 0001550695 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 200484934 STATE OF INCORPORATION: DE BUSINESS ADDRESS: STREET 1: 333 NORTH CANYONS PARKWAY CITY: Livermore STATE: CA ZIP: 94551 BUSINESS PHONE: 925-960-4800 MAIL ADDRESS: STREET 1: 333 NORTH CANYONS PARKWAY CITY: Livermore STATE: CA ZIP: 94551 4 1 wf-form4_165283103819580.xml FORM 4 X0306 4 2022-05-13 0 0001550695 Performant Financial Corp PFMT 0001703802 Johnston Ian 333 NORTH CANYONS PARKWAY LIVERMORE CA 94551 0 1 0 0 See Remarks Common Stock, par value $0.0001 per share 2022-05-13 4 M 0 11875 0 A 187308 D Common Stock, par value $0.0001 per share 2022-05-17 4 F 0 4811 2.22 D 182497 D Common Stock, par value $0.0001 per share 2022-05-13 4 M 0 11250 0 A 193747 D Common Stock, par value $0.0001 per share 2022-05-17 4 F 0 4099 2.22 D 189648 D Common Stock, par value $0.0001 per share 2022-05-13 4 M 0 19950 0 A 209598 D Common Stock, par value $0.0001 per share 2022-05-17 4 F 0 7408 2.22 D 202190 D Restricted Stock Units 2022-05-13 4 M 0 11875 0 D Common Stock 11875.0 0 D Restricted Stock Units 2022-05-13 4 M 0 11250 0 D Common Stock 11250.0 11250 D Restricted Stock Units 2022-05-13 4 M 0 19950 0 D Common Stock 19950.0 10050 D These shares of common stock were sold to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of Restricted Stock Units. These shares of common stock were sold pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 7, 2021. Each restricted stock unit represents a contingent right to receive one share of PFMT's common stock. The units were awarded at no cost to the Reporting Person. Restricted Stock Unit award was granted on March 29, 2018. 25% of the shares vested on May 10, 2019, 25% of the shares vested on May 18, 2020, 25% of the shares vested on May 18, 2021, with the final 25% of the shares vesting on May 13, 2022, the first day of the current open trading window immediately following the fourth anniversary of the grant date. Restricted Stock Unit award was granted on May 2, 2019. The restricted stock unit award vested at a rate of 25% annually on the first and second anniversaries of April 29, 2019, with the third 25% of the shares vesting on May 13, 2022, the first day of the current open trading window immediately following the anniversary of the grant date, and the final 25% vesting on the first day of the open trading window immediately following the fourth anniversary of the grant date provided that the Reporting Person remains in continuous service through the final vest date. Restricted Stock Unit award was granted on May 2, 2019. These Restricted Stock Units vest over a nearly four year period from the grant date based upon continuing service and the trading price of PFMT's Common Stock during the relevant vesting period. Specifically, the number of Restricted Stock Units reported is due to the achievement of the trading price for PFMT's shares being sustained for 60 consecutive trading days at or above $3.75 per share during the preceding year, which triggered the vesting of 66.5% of the original Restricted Stock Unit award on May 13, 2022, the first day of the current open trading window immediately following the third anniversary of the grant date. Vice President and Chief Accounting Officer /s/ Ian A. Johnston 2022-05-17