Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) June 14, 2012

 

 

RealPage, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-34846   75-2788861

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

4000 International Parkway

Carrollton, Texas

   75007
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (972) 820-3000

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 8.01. Other Events.

On June 14, 2012, Steve Winn, Chairman and CEO of RealPage, Inc., and his affiliates adopted a pre-arranged stock trading plan in accordance with guidelines specified under Rule 10b5-1 of the Securities and Exchange Act of 1934 and RealPage’s policies regarding stock transactions. On May 20, 2011, Steve Winn, Chairman and CEO of RealPage, Inc., and his affiliates adopted a pre-arranged stock trading plan in accordance with guidelines specified under Rule 10b5-1 of the Securities and Exchange Act of 1934 and RealPage’s policies regarding stock transactions, which will expire August 17, 2012, prior to any sales under the new plan.

This plan was adopted to enable Mr. Winn and his affiliates to sell a portion of their RealPage stock over time as part of Mr. Winn’s long-term strategy for asset diversification and liquidity. The transactions under the plan will be disclosed publicly through Form 4 filings with the Securities and Exchange Commission. Utilizing this type of plan, Mr. Winn can gradually diversify his investment portfolio, spreading stock trades out over an extended period of time and reducing market impact. In addition, as a result of being established well in advance of a potential trade, the plan helps avoid concerns as to whether Mr. Winn or his affiliates had material, non-public information when a decision is made to sell stock.

Mr. Winn and his affiliates currently hold 27,215,754 shares of common stock, which represents approximately 37% of RealPage’s outstanding capital stock. Mr. Winn and his affiliates intend to sell approximately 1,306,356 shares under their Rule 10b5-1 trading plan over 13 months as part of a diversification plan. If all sales under this trading plan are transacted, Mr. Winn and his affiliates will retain approximately 95.2% of their current holdings of RealPage stock.

On June 14, 2012, RealPage, Inc. issued a press release regarding the trading plan described above. A copy of the press release is filed herewith as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

Exhibit 99.1.         Press release dated June 14, 2012

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

     RealPage, Inc.
     (Registrant)
June 14, 2012      /s/ TIMOTHY J. BARKER
(Date)     

Timothy J. Barker

Chief Financial Officer

Exhibit Index

        99.1    Press release dated June 14, 2012