0001593968-22-000594.txt : 20220302
0001593968-22-000594.hdr.sgml : 20220302
20220302164351
ACCESSION NUMBER: 0001593968-22-000594
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20220228
FILED AS OF DATE: 20220302
DATE AS OF CHANGE: 20220302
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Young Melissa
CENTRAL INDEX KEY: 0001805245
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38231
FILM NUMBER: 22704393
MAIL ADDRESS:
STREET 1: C/O SWITCH, INC.
STREET 2: 7135 SOUTH DECATUR BOULEVARD
CITY: LAS VEGAS
STATE: NV
ZIP: 89118
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Switch, Inc.
CENTRAL INDEX KEY: 0001710583
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
IRS NUMBER: 821883953
STATE OF INCORPORATION: NV
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 7135 SOUTH DECATUR BOULEVARD
CITY: LAS VEGAS
STATE: NV
ZIP: 89118
BUSINESS PHONE: (702) 444-4111
MAIL ADDRESS:
STREET 1: 7135 SOUTH DECATUR BOULEVARD
CITY: LAS VEGAS
STATE: NV
ZIP: 89118
4
1
primary_01.xml
PRIMARY DOCUMENT
X0306
4
2022-02-28
0001710583
Switch, Inc.
SWCH
0001805245
Young Melissa
C/O SWITCH, INC.
7135 SOUTH DECATUR BOULEVARD
LAS VEGAS
NV
89118
false
true
false
false
Chief Information Officer
Class A Common Stock
2022-02-28
4
A
false
5380
0
A
64418
D
Class B Common Stock
730296
I
BY LLC
Performance-Based Restricted Stock Units
2022-02-28
4
A
false
4054
0
A
2025-02-28
2025-02-28
Class A Common Stock
4054
4054
D
Represents restricted stock units ("RSUs") granted on February 28, 2022 that convert, on a one-to-one basis, into shares of Class A Common Stock upon vesting. The RSUs will vest over time with 25% of such RSUs vesting on each of February 28, 2023, 2024, 2025 and 2026.
Held by an affiliated company of Ms. Young.
Each performance-based restricted stock unit ("PRSU") represents a contingent right to receive one share of Class A Common Stock. The indicated number of PRSUs assumes 100% vesting at target. Depending upon actual performance during the Performance Period (as defined below), the actual number of shares issued in settlement of the PRSUs may range from 0% to 200% of the indicated number
All PRSUs will vest depending on the Issuer's total shareholder return ("TSR") over the three-year period from the grant date (the "Performance Period"), relative to the TSR of the companies in the Russell 3000 Index as of the grant date (the "Index Group").
If the Issuer's TSR over the Performance Period is at the 60th percentile when ranked against the Index Group's TSR, 100% of the target number of shares will vest. For every percentile by which the Issuer's TSR ranking within the Index Group exceeds the 60th percentile, shares vesting will increase by 3 and 1/3%, up to a maximum payout of 200% of target if Issuer's TSR ranking is at the 90th percentile. For every percentile by which the Issuer's TSR ranking within the Index Group is below the 60th percentile and above the 50th percentile, shares vesting will decrease by 1/2%, and for every percentile by which the Issuer's TSR ranking within the Index Group is below the 50th percentile, shares vesting will decrease by 3%, with no payout if Issuer's TSR ranking is below the 20th percentile. If Issuer's absolute TSR over the Performance Period is negative, the number of shares vesting will not exceed 100% of target.
/s/ Gabriel Nacht, as Attorney-in-Fact for Melissa Young
2022-03-02