SEC Form 4 · accession 0001127602-17-001192
XEROX CORP · XRX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph H. Mancini
Officer — VP & Chief Accounting Officer
Period of report
Jan 3, 2017
Accepted (ET)
Jan 5, 2017 · 7:04 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000108772
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jan 3, 2017 | A | 13,521 | $6.89 | A | 119,353 | D | |
| Common StockF3 | Jan 3, 2017 | F | 4,412 | $6.89 | D | 114,941 | D | |
| Common StockF1,F2 | Jan 3, 2017 | A | 9,047 | $6.89 | A | 42,604 | I | Spouse |
| Common StockF3 | Jan 3, 2017 | F | 3,587 | $6.89 | D | 39,017 | I | Spouse |
| Restricted Stock UnitsF2 | holding | — | — | — | 62,968 | D | ||
| Restricted Stock UnitsF2 | holding | — | — | — | 8,408 | I | Spouse |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These performance shares were earned based on achievement of specific annual performance criteria that are not tied solely to the market price of Issuer securities.
- F2Reflects an antidilution adjustment to the number of RSUs that was made in connection with the legal and structural separation (the "Spin-Off") of Conduent Incorporated from Xerox Corporation ("Xerox"). The number of shares of Xerox's common stock subject to the award was adjusted based on the number of the shares subject to the RSU award immediately prior to the Spin-Off and (ii) the ratio of (A) the pre-Spin-Off closing price on December 30, 2016 of Xerox's common stock and (B ) the volume weighted average price of Xerox's common stock trading on the New York Stock Exchange on January 3, 2017.
- F3Shares withheld to pay for taxes on the Performance Shares that have vested.