Sec Form 4 Filing - Jacobs Eric Douglas @ Dealertrack Technologies, Inc - 2015-02-24

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
Jacobs Eric Douglas
2. Issuer Name and Ticker or Trading Symbol
Dealertrack Technologies, Inc [ TRAK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP, CFO and CAO
(Last) (First) (Middle)
1111 MARCUS AVE., SUITE M04
3. Date of Earliest Transaction (MM/DD/YY)
02/24/2015
(Street)
LAKE SUCCESS, NYUS 11042
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 02/24/2015 A 3,360 ( 2 ) A $ 0 47,662 ( 1 ) D
Common Stock 02/24/2015 F 1,673 ( 3 ) D $ 40.78 45,989 ( 1 ) D
Common Stock 02/24/2015 M( 4 ) 12,000 A $ 0 57,989 ( 1 ) D
Common Stock 02/24/2015 S 12,000 ( 4 ) D $ 40.9569 ( 5 ) 45,989 ( 1 ) 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
Non-Qualified Stock Option (right to buy) $ 11.76 02/24/2015 M 2,000 01/27/2009 01/26/2016 Common 2,000 $ 0 23,000 D
Non-Qualified Stock Option (right to buy) $ 20.68 02/24/2015 M 10,000 01/27/2006 01/26/2016 Common 10,000 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Jacobs Eric Douglas
1111 MARCUS AVE.
SUITE M04
LAKE SUCCESS, NYUS 11042
EVP, CFO and CAO
Signatures
/s/ Gary Papilsky as attorney in fact for Eric D. Jacobs 02/26/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes 19,216 restricted stock units.
( 2 )Each restricted stock unit represents a contingent right to receive one share of Dealertrack common stock. The restricted stock units vested in four equal annual installments which began on February 24, 2012.
( 3 )Represents shares withheld from vested RSUs for the payment of applicable income and payroll withholding taxes due on vesting.
( 4 )The sales reported in this form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 6, 2014.
( 5 )This transaction was executed in multiple trades at prices ranging from $40.09 to $42.68. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to theSEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

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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