0001683168-21-000801.txt : 20210305 0001683168-21-000801.hdr.sgml : 20210305 20210305200249 ACCESSION NUMBER: 0001683168-21-000801 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210303 FILED AS OF DATE: 20210305 DATE AS OF CHANGE: 20210305 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Borden Teresa A. CENTRAL INDEX KEY: 0001805361 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38231 FILM NUMBER: 21720338 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 ownership.xml X0306 4 2021-03-03 0 0001710583 Switch, Inc. SWCH 0001805361 Borden Teresa A. C/O SWITCH, INC. 7135 SOUTH DECATUR BOULEVARD LAS VEGAS NV 89118 0 1 0 0 Chief Construction Officer Class A Common Stock, par value $0.001 2021-03-03 4 A 0 5384 0 A 687855 D Performance-Vesting Stock Units 0 2021-03-03 4 A 0 7944 0 A 2024-03-03 2024-03-03 Class A Common Stock, par value $0.001 7944 7944 D Represents restricted stock units ("RSUs") granted on March 3, 2021 that convert, on a one-to-one basis, into shares of Class A Common Stock upon vesting. The 25% of the RSUs will vest on each of March 3, 2022, 2023, 2024, and 2025. The Reporting Person was issued 3,972 Performance-Vesting Stock Units ("PSUs") by Switch, Inc. under its 2017 Incentive Award Plan on March 3, 2021. The PSUs will convert to shares of Switch, Inc. Class A Common Stock on March 3, 2024 only if the Company has achieved a certain level of total shareholder return ("TSR") relative to the Peer Group (defined below) over a three-year performance period. The number of shares of Class A Common Stock that the Reporting Person may receive is interpolated for TSR falling between Threshold, Target, and Maximum levels as described below. Reporting Person will receive(i) a maximum of 7,944 shares of Common Stock if Company's TSR is ranked at or above the 90th percentile relative to a peer group of companies defined in Performance-vesting Restricted Stock Unit Agreement (the "Peer Group") for the performance period (the "Maximum"); (ii) 3,972, 5,283, or 6,621 shares of Class A Common Stock if Company's TSR is ranked at the 60th, 70th, 80th percentile relative to the Peer Group for the performance period (the "Target"); or (iii) 199, 1,390, 2,582, 3,773 shares of Common Stock if Company's TSR is ranked at the 20th, 30th, 40th, 50th percentile relative to the Peer Group for the performance period (the "Threshold"). The Reporting Person will not receive any shares of Common Stock if Company's TSR is below the 20th percentile relative to the Peer Group for the performance period. The Maximum award that the Reporting Person will receive shall not exceed two (2) times the fair market value of the Target award, determined as of the date of grant. /s/ Teresa A. Borden 2021-03-05