Sec Form 4 Filing - Middleton Hunter @ 8X8 INC /DE/ - 2022-06-15

Insider filing report for Changes in Beneficial Ownership
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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
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1. Name and Address of Reporting Person
Middleton Hunter
2. Issuer Name and Ticker or Trading Symbol
8X8 INC /DE/ [ EGHT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Product Officer
(Last) (First) (Middle)
C/O 8X8 INC. 675 CREEKSIDE WAY
3. Date of Earliest Transaction (MM/DD/YY)
06/15/2022
(Street)
CAMPBELL, CA95008
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 06/15/2022 A( 1 ) 9,563 A $ 0 60,030 D
Common Stock 06/15/2022 A( 2 ) 5,065 A $ 0 65,095 D
Common Stock 06/16/2022 S( 3 ) 5,527 D $ 5.2738 59,568 D
Common Stock 06/16/2022 S( 4 ) 3,266 D $ 5.2738 56,302 D
Common Stock 06/16/2022 S( 4 ) 457 D $ 5.274 55,845 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Middleton Hunter
C/O 8X8 INC. 675 CREEKSIDE WAY
CAMPBELL, CA95008
Chief Product Officer
Signatures
/s/ Cheriese M. Dickman as Attorney-in-Fact for Hunter Middleton 06/17/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reporting person was awarded 25,933 performance share units (PSUs) on June 15, 2021, of which 33% were eligible to vest on each of the first, second and third anniversaries of the award date. On June 15, 2022, the first installment of 8,645 PSUs vested at 110.62% of target, such that 9,563 shares became issuable. Of these shares, 5,950 were issued to the reporting person and the remaining 3,613 were sold to pay the associated tax liability.
( 2 )The reporting person was awarded 13,736 performance share units (PSUs) on August 15, 2021, of which 33% were eligible to vest on June 15, 2022 and each of the first and second anniversaries of the first vest date. On June 15, 2022, the first installment of 4,579 PSUs vested at 110.62% of target, such that 5,065 shares became issuable. Of these shares, 3,151 were issued to the reporting person and the remaining 1,914 were sold to pay the associated tax liability.
( 3 )Represents shares of common stock automatically sold to satisfy the reporting person's tax obligation in respect of the shares issued upon vesting of the performance equity awards, as reported above.
( 4 )Represents shares of common stock automatically sold to satisfy the reporting person's tax obligation in respect of the shares issued upon vesting of an equity award, as previously reported.

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).

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