SEC Form 4 · accession 0001214659-19-001404
ANSYS INC · ANSS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Maria T Shields
Officer — CFO & VP Finance and Admin.
Period of report
Feb 15, 2019
Accepted (ET)
Feb 20, 2019 · 6:30 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001013462
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F5 | Feb 15, 2019 | M | 5,738 | $0.00 | A | 99,109 | D | |
| Common StockF2,F5 | Feb 15, 2019 | M | 4,099 | $0.00 | A | 103,208 | D | |
| Common StockF3,F5 | Feb 15, 2019 | M | 3,466 | $0.00 | A | 106,674 | D | |
| Common StockF4,F5 | Feb 15, 2019 | F | 4,949 | $174.49 | D | 101,725 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Restricted Stock UnitF6 | $0.00 | Feb 15, 2019 | M | 5,738 | D | — | — | Common Stock | 5,738 | 0 | D |
| Performance Restricted Stock UnitF7 | $0.00 | Feb 15, 2019 | M | 4,099 | D | — | — | Common Stock | 4,099 | 0 | D |
| Performance Restricted Stock UnitF9,F8 | $0.00 | Feb 15, 2019 | M | 3,466 | D | — | — | Common Stock | 3,466 | 10,400 | D |
Explanation of responses
- F1Awarded under Issuer's Second Amended and Restated Long-Term Incentive Plan. Shares earned upon vesting and settlement of Performance Restricted Stock Units and certification of performance results by the Compensation Committee of 140% of target for each year of cumulative three-year award period.
- F2Awarded under the Issuer's Fourth Amended and Restated 1996 Stock Option and Grant Plan. Shares earned upon vesting and settlement of Performance Restricted Stock Units and certification of performance results by the Compensation Committee of 0%, 150% and 150% of target for each year of cumulative three-year award period.
- F3Awarded under the Issuer's Fifth Amended and Restated 1996 Stock and Option Grant Plan. Shares earned upon vesting and settlement of 50% of the earned Performance Restricted Stock Units for the annual period ending December 31, 2018, upon certification of performance results by the Compensation Committee of 200% of target for the annual period ended December 31, 2018. The remaining 50% of the earned Performance Restricted Stock Units for such annual period ending December 31, 2018 shall vest, if at all, on December 31, 2019, and upon certification of performance results by the Compensation Committee.
- F4Shares withheld for payment of taxes in connection with the vesting and settlement of Performance Restricted Stock Units described in footnotes 1 through 3 above.
- F5Includes 27,271 Restricted Stock Units, as well as 155 shares acquired under the ANSYS Employee Stock Purchase Plan.
- F6Awarded under Issuer's Second Amended and Restated Long-Term Incentive Plan. Performance Restricted Stock Units awarded March 5, 2016 represented a contingent right to receive shares of ANSYS Common Stock upon vesting and settlement of Performance Share Units and certification of performance results by the Compensation Committee. See footnote 1 for additional information.
- F7Awarded under Issuer's Fourth Amended and Restated 1996 Stock Option and Grant Plan. Performance Restricted Stock Units awarded March 5, 2016 represented a contingent right to receive shares of ANSYS Common Stock upon vesting and settlement of Performance Share Units and certification of performance results by the Compensation Committee. See footnote 2 for additional information.
- F8Awarded under the Issuer's Fifth Amended and Restated 1996 Stock and Option Grant Plan. Performance Restricted Stock Units awarded March 5, 2017 represented a contingent right to receive shares of ANSYS Common Stock upon vesting and settlement of Performance Share Units and certification of performance results by the Compensation Committee. See footnote 3 for additional information.
- F9Under the terms of the award, shares earned upon the vesting and settlement of the earned Performance Restricted Stock Units may be in excess of the amount reported on March 5, 2017, depending on the target levels achieved. See footnote 3 for additional information.