SEC Form 4 · accession 0001209191-19-011112
VISTEON CORP · VC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Brett D Pynnonen
Officer — Senior V.P. & General Counsel
Period of report
Feb 15, 2019
Accepted (ET)
Feb 19, 2019 · 4:40 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 15, 2019 | M | 1,864 | — | A | 3,725 | D | |
| Common StockF2 | Feb 15, 2019 | F | 590 | $81.95 | D | 3,135 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance RightsF3 | — | Feb 15, 2019 | A | 217 | D | — | Jan 31, 2019 | Common Stock | 217 | 1,864 | D |
| Performance RightsF3 | — | Feb 15, 2019 | M | 1,864 | D | — | Jan 31, 2019 | Common Stock | 1,864 | 0 | D |
Explanation of responses
- F1Each Performance Right, which is the economic equivalent of one share of Visteon common stock, was converted and paid to me in common stock without any election or action on my part. The value of each share was based on the fair market value of Visteon common stock as of February 15, 2019.
- F2The shares were withheld by Visteon to satisfy income tax withholding obligations arising in connection with the vesting of certain Performance Rights. The value of each share was based on the fair market value of Visteon common stock as of February 15, 2019.
- 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 stock at the election of the Company.
- F4Additional Performance Rights were received because the performance criteria was exceeded.