SEC Form 4 · accession 0001158449-17-000052
ADVANCE AUTO PARTS INC · AAP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert B Cushing
Officer — EVP, Commercial
Period of report
Mar 1, 2017
Accepted (ET)
Mar 3, 2017 · 7:01 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001158449
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 1, 2017 | A | 1,149 | $156.68 | A | 6,906 | D | |
| Common StockF2 | Mar 1, 2017 | A | 497 | — | A | 7,403 | D | |
| Common StockF3 | Mar 1, 2017 | F | 161 | $156.68 | D | 7,242 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightsF2 | $123.32 | Mar 1, 2017 | A | 711 | A | Mar 1, 2017 | Feb 10, 2021 | Common Stock | 711 | 711 | D |
Explanation of responses
- F1The reported amount of time-based restricted stock units (RSUs) along with performance-based RSUs not reported on this Form 4, collectively, represent 30% and 70% portions, respectively, of a target equity award. The time-based RSUs are subject to time vesting in three approximately equal annual installments beginning one year from the grant date. The performance-based RSUs may vest on the third anniversary of the grant date, if the registrant achieves certain pre-determined financial performance targets, subject to certification by the registrant's Compensation Committee. In addition, if the registrant's financial performance exceeds the target levels, the reporting person may receive additional performance-based RSUs up to a maximum of an additional 200% of the target level grant of performance-based RSUs.
- F2On February 10, 2014, the reporting person received an equity award which was subject to achieving certain predetermined financial performance targets subject to certification by the registrant's Compensation Committee. On March 1, 2017, the registrant's Compensation Committee determined that these performance conditions had been achieved at a level providing for a payout of 17.5% of the target award. The reported amount of common stock and stock appreciation rights (SARs) are fully vested and collectively represent the final vesting under this award.
- F3Represents shares withheld to satisfy a tax withholding obligation upon the vesting of performance restricted stock units.