SEC Form 4 · accession 0001209191-16-105606
DUN & BRADSTREET CORP/NW · DNB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard H Veldran
Officer — Chief Financial Officer
Period of report
Mar 1, 2016
Accepted (ET)
Mar 3, 2016 · 5:46 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001115222
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Mar 1, 2016 | A | 1,776 | $0.00 | A | 12,616 | D | |
| Common StockF1 | Mar 1, 2016 | M | 1,276 | $0.00 | A | 13,892 | D | |
| Common Stock | Mar 1, 2016 | F | 1,646 | $97.23 | D | 12,246 | D | |
| Common StockF2 | holding | — | — | — | 1,045 | I | HELD IN ESPP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Leveraged Restricted Stock UnitsF1 | — | Mar 1, 2016 | M | 1,083 | D | — | Mar 1, 2016 | Common Stock | 1,276 | 0 | D |
| Levered Resticted Stock UnitsF3 | — | Mar 1, 2016 | A | 5,243 | A | — | Mar 1, 2019 | Common Stock | 5,243 | 5,243 | D |
Explanation of responses
- F1Represents the vesting and payout of the third tranche (1/3) of the leveraged restricted stock units (3,247) granted on March 1, 2013 at 117.9% based on the issuer's stock price performance during the performance period from 1/1/2013 -12/31/2015 and includes 193 additional shares above the target number of shares originally reported.
- F2Held in the issuer's employee stock purchase plan (ESPP) as of 3/3/2016.
- F3Each performance share represents a contingent right for the reporting person to receive, on each of the first, second and third anniversaries of the date of the grant, a distribution of common stock equal to 0% to 200% of 1/3 of the reported target performance shares based on the issuer's stock price performance during the designated performance periods, as follows: the first distribution is tied to the issuer's one-year stock price performance (1/1/2016 - 12/31/2016); the second distribution is tied to the issuer's two-year stock price performance (1/1/2016 - 12/31/2017); and the third distribution is tied to the issuer's three-year stock price performance (1/1/2016 - 12/31/2018).