SEC Form 4 · accession 0001225208-17-007697
ABERCROMBIE & FITCH CO /DE/ · ANF
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Arthur C Martinez
Director
Period of report
Apr 3, 2017
Accepted (ET)
Apr 5, 2017 · 8:01 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001018840
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred Stock UnitF1,F2 | — | Apr 3, 2017 | M | 63,353 | D | — | — | Class A Common Stock | 63,353 | 0 | D |
| Phantom StockF1,F3 | — | Apr 3, 2017 | M | 63,353 | A | — | — | Class A Common Stock | 63,353 | 219,793 | D |
| Restricted Stock UnitF5,F4,F6 | — | Apr 3, 2017 | A | 32,318 | A | — | — | Class A Common Stock | 32,318 | 32,318 | D |
Explanation of responses
- F1This award converts to Common Stock of the Issuer on a 1-for-1 basis.
- F2On April 3, 2017, the Board of Directors determined that this award vested as to Deferred Stock Units with the number of Deferred Stock Units determined to vest based on the period of time which elapsed from June 16, 2016 (the grant date of the award) to February 1, 2017.
- F3The shares of phantom stock become payable in the form of Common Stock of the Issuer upon the reporting person's termination of service as a director.
- F4Each restricted stock unit represents a contingent right to receive one share of Common Stock of the Issuer.
- F5On April 3, 2017, the Compensation Committee granted to the reporting person a pro-rated award of Restricted Stock Units with a market value of $367,132 (based on the portion of a full year (for which Restricted Stock Units with a market value of $1,000,000 would have been granted) that the period of time between February 1, 2017 and June 15, 2017 represents). The number of Restricted Stock Units granted was based on the closing price of a share of Issuer's Common Stock on the April 3, 2017 grant date (if the closing price of a share of the Company's Common Stock had been higher on February 1, 2017, the closing price on February 1, 2017 would have been used to determine the number of Restricted Stock Units granted - the closing price was the same on each of February 1, 2017 and April 3, 2017).
- F6Vests the earlier of the first anniversary of the date of grant or the 2017 Annual Meeting of Stockholders.