Sec Form 4 Filing - Mann Russell @ ONVIA INC - 2017-01-30

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Mann Russell
2. Issuer Name and Ticker or Trading Symbol
ONVIA INC [ ONVI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President and CEO
(Last) (First) (Middle)
509 OLIVE WAY, SUITE 400
3. Date of Earliest Transaction (MM/DD/YY)
01/30/2017
(Street)
SEATTLE, WA98101
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/30/2017 A 25,000 A $ 4.45 25,000 D
Common Stock ( 1 ) 01/30/2017 A 50,000 A $ 0 75,000 D
Common Stock ( 2 ) 01/30/2017 A 25,000 A $ 0 100,000 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option Grant (right to buy) $ 4.45 01/30/2017 A 225,000 ( 3 ) 01/30/2021 Common Stock 225,000 $ 0 225,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Mann Russell
509 OLIVE WAY, SUITE 400
SEATTLE, WA98101
X President and CEO
Signatures
/s/ Amy Osler, Attorney-in-Fact for Russell Mann 02/01/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Restricted stock award requiring continuous employment through 7/30/2017 for vesting.
( 2 )Restricted Stock Units are convertible into common stock on a 1 for 1 basis after vesting. These Restricted Stock Units vest on January 30, 2018 provided the reporting person remains an employee of Onvia through such date.
( 3 )Subject to continuing employment with Onvia through the vesting date:(i) 100,000 options will vest and become exercisable over three years - with 33,334 options vesting and becoming exercisable on January 30, 2017 and 2,777.75 options vesting and becoming exercisable on the last day of each subsequent month; (ii) 75,000 options will vest and become exercisable based on achievement of operating profit and/or revenue goals established in 2017 and (iii) 50,000 options will vest and become exercisable based on attainment of total shareholder return goals established in 2017.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.