SEC Form 4 · accession 0001047340-15-000099
DEL MONTE CORP · DMC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mohammad Abu-Ghazaleh
Officer — Chairman and CEO · Director · 10% Owner
Period of report
Feb 19, 2015
Accepted (ET)
Mar 3, 2015 · 5:26 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001047340
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1,F2 | Feb 19, 2015 | M | 10,000 | — | A | 5,389,668 | D | |
| Ordinary SharesF3 | Mar 2, 2015 | M | 34,190 | — | A | 5,423,858 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF4,F2,F5 | $33.44 | Feb 19, 2015 | M | 10,000 | D | — | — | Ordinary Shares | 10,000 | 40,000 | D |
| Performance Stock UnitsF3,F5 | — | Mar 2, 2015 | M | 33,333 | D | — | — | Ordinary Shares | 33,333 | 0 | D |
| Dividend Equivalent UnitsF6,F5 | — | Mar 2, 2015 | M | 857 | D | — | — | Ordinary Shares | 857 | 0 | D |
Explanation of responses
- F1Represents the number of ordinary shares that were acquired in connection with the settlement of the Restricted Stock Units (RSUs) listed in Table II.
- F2Each RSU represents a contingent right to receive one ordinary share of FDP. The remaining RSUs will vest in four equal annual installments on each of 2/18/2016 and 2/18/2017, 2/18/2018 and 2/18/2019.
- F3Each Performance Stock Unit (PSU) represents a contingent right to receive one ordinary share of FDP. PSUs are subject to meeting minimum performance criteria set by the Compensation Committee of the Board of Directors of FDP. Such criteria has been met and 33,333 of these PSUs are fully vested. The Reporting Person elected to defer settlement of such PSUs. Settlement occurred on the transaction date indicated in Table II.
- F4Transaction date reflects the date on which the conversion of the RSUs, which vested on February 18, 2015, occurred.
- F5RSUs/PSUs and associated Dividend Equivalent Units (DEUs) do not have an expiration date.
- F6Each DEU represents a contingent right to receive one ordinary share of FDP. DEUs are subject to meeting minimum performance criteria set by the Compensation Committee of the Board of Directors of FDP. Such criteria has been met and 857 of these DEUs are fully vested. The Reporting Person elected to defer settlement of such DEUs. Settlement ocurred on the transaction date indicated in Table II.