SEC Form 4 · accession 0001209191-16-142317
ATLAS AIR WORLDWIDE HOLDINGS INC · AAWW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John W Dietrich
Officer — EVP & COO
Period of report
Sep 20, 2016
Accepted (ET)
Sep 21, 2016 · 6:09 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001135185
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.01 par value | Sep 20, 2016 | A | 5,617 | $0.00 | A | 39,509 | D | |
| Common Stock, $0.01 par value | Sep 20, 2016 | F | 2,897 | $38.32 | D | 36,612 | 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 | — | Sep 20, 2016 | M | 5,617 | D | — | Sep 20, 2016 | Common Stock | 5,617 | 0 | D |
| Performance Share UnitsF2,F3 | — | Sep 20, 2016 | A | 14,291 | A | — | Dec 31, 2016 | Common Stock | 28,582 | 14,291 | D |
| Performance Share unitsF2,F4 | — | Sep 20, 2016 | A | 11,729 | A | — | Dec 31, 2017 | Common Stock | 23,458 | 11,729 | D |
| Performance Share UnitsF2,F5 | — | Sep 20, 2016 | A | 14,507 | A | — | Dec 31, 2018 | Common Stock | 29,014 | 14,507 | D |
Explanation of responses
- F1These restricted stock units vested on September 20, 2016 in connection with the approval by the issuer's shareholders of the "Restricted Share Issuance" as described in the issuer's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended, on August 12, 2016 and were converted into an equivalent number of shares of Common Stock.
- F2As a result of the approval by the issuer's shareholders of the "Restricted Share Issuance" as described in the issuer's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended, on August 12, 2016, these performance share units were deemed satisfied at maximum performance levels and are no longer subject to performance-based vesting requirements. They will convert into a number of shares of Common Stock based on maximum performance in accordance with their terms, subject to continued employment.
- F3Performance Share Units awarded for the three-year performance period ending December 31, 2016.
- F4Performance Share Units awarded for the three-year performance period ending December 31, 2017.
- F5Performance Share Units awarded for the three-year performance period ending December 31, 2018.