SEC Form 4 · accession 0001127602-15-016150
Ingredion Inc · INGR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ilene S Gordon
Officer — Chairman, President and CEO · Director
Period of report
Apr 30, 2015
Accepted (ET)
May 4, 2015 · 7:24 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001046257
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Apr 30, 2015 | M | 33,567 | $29.90 | A | 176,653 | D | |
| Common StockF2 | Apr 30, 2015 | S | 28,372 | $80.4658 | D | 148,281 | D | |
| Common StockF3 | Apr 30, 2015 | S | 5,095 | $81.3087 | D | 143,186 | D | |
| Common Stock | Apr 30, 2015 | S | 100 | $82.02 | D | 143,086 | D | |
| Common Stock | Apr 30, 2015 | M | 1,268 | $29.90 | A | 144,354 | D | |
| Common StockF4,F5 | Apr 30, 2015 | S | 1,268 | $82.0079 | D | 143,086 | D | |
| Common Stock | holding | — | — | — | 31,375 | I | By GRAT | |
| Common StockF6 | holding | — | — | — | 85,000 | I | By GRAT | |
| Common Stock | holding | — | — | — | 88,684 | I | By GRAT |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Options (Right to Buy)F7 | $29.90 | Apr 30, 2015 | M | 33,567 | D | — | Jan 26, 2020 | Common Stock | 33,567 | 67,133 | D |
| Employee Stock Options (Right to Buy)F7 | $29.90 | Apr 30, 2015 | M | 1,268 | D | — | Jan 26, 2020 | Common Stock | 1,268 | 65,865 | D |
Explanation of responses
- F1The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 12, 2015.
- F2The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.00 to $80.99, inclusive. The reporting person undertakes to provide Ingredion Incorporated, any security holder of Ingredion Incorporated or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in the immediately preceding sentence.
- F3The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.00 to $81.97, inclusive. The reporting person undertakes to provide Ingredion Incorporated, any security holder of Ingredion Incorporated or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in the immediately preceding sentence.
- F4The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.00 to $82.02, inclusive. The reporting person undertakes to provide Ingredion Incorporated, any security holder of Ingredion Incorporated or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in the immediately preceding sentence.
- F5Includes restricted stock units ("RSUs") acquired through deemed dividend reinvestment. RSUs acquired through deemed dividend reinvestment vest on the dates when the RSUs with respect to which they are deemed dividends vest.
- F630,900 shares were transferred to the reporting person in payment of the annuity by this grantor retained annuity trust ("GRAT") on March 13, 2015.
- F7These options vested in three equal annual installments on January 27, 2011, 2012 and 2013.