SEC Form 4 · accession 0001209191-15-021177
VISTEON CORP · VC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Yong Hwan Park
Officer — CEO, HVCC
Period of report
Feb 28, 2015
Accepted (ET)
Mar 3, 2015 · 4:07 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001111335
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 28, 2015 | M | 385 | — | A | 385 | D | |
| Common StockF2,F3 | Feb 28, 2015 | M | 1,334 | — | A | 1,719 | D | |
| Common StockF1 | Feb 28, 2015 | D | 385 | $100.89 | D | 1,334 | D | |
| Common StockF2 | Feb 28, 2015 | D | 1,334 | $100.89 | D | 0 | 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 UnitsF1,F4 | — | Feb 28, 2015 | M | 385 | D | — | Feb 28, 2015 | Common Stock | 385 | 0 | D |
| Performance RightsF3 | — | Feb 28, 2015 | D | 1,072 | D | — | Dec 31, 2014 | Common Stock | 1,072 | 1,334 | D |
| Performance RightsF3 | — | Feb 28, 2015 | M | 1,334 | D | — | Dec 31, 2014 | Common Stock | 1,334 | 0 | D |
Explanation of responses
- F1Each Restricted Stock Unit, which is the economic equivalent of one share of Visteon common stock, automatically vested on February 28, 2015 and was converted and paid to me in cash without any election or action on my part. The value of each unit was based on the fair market value of Visteon common stock as of February 27, 2015, the next preceding trading day. No shares of common stock were acquired or sold in connection with the vesting of these Restricted Stock Units.
- F2The Performance Rights automatically vested on February 28, 2015 and were converted and paid to me in cash without any election or action on my part. The value of each right was based on the fair market value of Visteon common stock as of February 27, 2015, the next preceding trading day. No shares of common stock were acquired or sold in connection with the vesting of these Performance Rights.
- F3Each Performance Right represents a contingent right to receive one share of Visteon common stock. The Performance Rights vested based on relative total shareholder return over a three year performance period and were paid in cash at the election of the Company.
- F4Restricted Stock Units vest to the extent of 33% of the units granted each year following the first annivesary of the date of grant until the third anniverary of the date of grant. Each Restricted Stock Unit will be converted and distributed to me, without payment, in cash upon vesting and based upon the then current market value of a share of Visteon common stock, subject to tax withholding.
- F5These Performance Rights were forfeited due to the performance criteria being met partially.