0001567619-21-006905.txt : 20210324 0001567619-21-006905.hdr.sgml : 20210324 20210324194815 ACCESSION NUMBER: 0001567619-21-006905 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210324 FILED AS OF DATE: 20210324 DATE AS OF CHANGE: 20210324 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Easley David S CENTRAL INDEX KEY: 0001357716 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08443 FILM NUMBER: 21769654 MAIL ADDRESS: STREET 1: C/O TELOS CORPORATION STREET 2: 19886 ASHBURN ROAD CITY: ASHBURN STATE: VA ZIP: 20147 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TELOS CORP CENTRAL INDEX KEY: 0000320121 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 520880974 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 19886 ASHBURN ROAD CITY: ASHBURN STATE: VA ZIP: 20147 BUSINESS PHONE: 7034716000 MAIL ADDRESS: STREET 1: 19886 ASHBURN ROAD CITY: ASHBURN STATE: VA ZIP: 20147 FORMER COMPANY: FORMER CONFORMED NAME: C3 INC DATE OF NAME CHANGE: 19920703 4 1 doc1.xml FORM 4 X0306 4 2021-03-24 0 0000320121 TELOS CORP TLS 0001357716 Easley David S C/O TELOS CORPORATION 19886 ASHBURN ROAD ASHBURN VA 20147 0 1 0 0 VP, Finance & Controller Common Stock 2021-03-22 4 G 0 261699 0 D 170818 D Common Stock 2021-03-22 5 G 0 133467 0 A 133467 I Held by Spouse Common Stock 2021-03-22 4 G 0 128232 0 A 128232 I By LLC Common Stock 2021-03-22 4 G 0 133467 0 D 0 I Held by Spouse Common Stock 2021-03-22 4 G 0 133467 0 A 261699 I By LLC Common Stock 79988 I by 401(k) plan Common Stock 16176 D Common Stock 50000 D Performance-Based RSUs 2023-12-31 Common Stock 16176 16176 D This transaction involved a gift of securities by the reporting person to his spouse. The reporting person disclaims beneficial ownership of the shares held by his spouse, and this report should not be deemed an admission that the reporting person is the beneficial owner of his spouse's shares for purposes of Section 16 or for any other purpose. The shares are held by EFIT, LLC, a limited liability company of which the reporting person is the manager and of which the reporting person and his spouse are the only members. The reporting person disclaims beneficial ownership of the securities and the filing of the report is not an admission that the reporting person is the beneficial owner of the securities for the purpose of Section 16 or otherwise. These shares of common stock represent restricted share units granted pursuant to an award agreement between the reporting person and the Issuer and are subject to forfeiture. The restricted share units awarded will vest and be settled in shares of Issuer common stock in installments as follows: (1) 30% will vest on January 21, 2022, (2) 30% will vest on January 20, 2023, and (3) 40% will vest on January 19, 2024. These shares of common stock represent restricted share units granted pursuant to an award agreement between the reporting person and the Issuer and are subject to forfeiture. The restricted share units awarded will vest and be settled in shares of Issuer common stock in installments as follows: (1) 50% will vest on January 21, 2022, and (2) 50% will vest on January 20, 2023. Each performance-based RSU represents a contingent right to receive one share of Issuer common stock. The performance-based RSUs will vest and be settled in shares of Issuer common stock upon Issuer's common stock (a) trading at or above a market price of $42.50 per share as reported by the NASDAQ Global Market for 20 of 30 consecutive trading days before December 31, 2023, or (b) having a weighted average market price of $42.50 per share as reported by the NASDAQ Global Market over any 30 consecutive trading days before December 31, 2023. /s/ Helen M. Oh, attorney-in-fact 2021-03-24