SEC Form 4 · accession 0001209191-15-052227
VISTEON CORP · VC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert Manzo
Director
Period of report
Jun 9, 2015
Accepted (ET)
Jun 11, 2015 · 2:52 pm EDT
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 | Jun 9, 2015 | M | 8,143 | — | A | 10,143 | D | |
| Common Stock | Jun 9, 2015 | D | 8,143 | $108.96 | D | 2,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DCP Visteon Stock UnitsF2 | — | Jun 9, 2015 | M | 2,953 | D | — | — | Common Stock | 2,953 | 0 | D |
| Restricted Stock UnitsF3 | — | Jun 9, 2015 | M | 5,189 | D | — | — | Common Stock | 5,189 | 0 | D |
Explanation of responses
- F1Each Restricted Stock Unit, which is the economic equivalent of one share of Visteon common stock, vested on June 9, 2015 based on the occurrence of a change in control as defined in the applicable plan or award agreement, 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 June 9, 2015. No shares of common stock were acquired or sold in connection with the vesting of these Restricted Stock Units.
- F2These Visteon Stock Units were acquired under the Company's Non-Employee Director Deferred Compensation Plan and reported to me in my most recent plan statement. In general, these Visteon Stock Units will be converted and distributed to me in cash following termination of board service or upon a change in control, based on the current market value of a share of Visteon common stock.
- F3These Restricted Stock Units were credited to my account, without payment by me, under the Company's Non-Employee Director Stock Unit Plan. Each Resticted Stock Unit will be converted and distributed to me, without payment, in stock or cash following termination of service or upon a change in control, and based upon the then current market value of a share of Visteon common stock.