SEC Form 4 · accession 0001209191-16-102109
Allied World Assurance Co Holdings, AG · AWH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John Justin McElroy
Officer — COO
Period of report
Feb 22, 2016
Accepted (ET)
Feb 24, 2016 · 7:41 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001163348
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | Feb 22, 2016 | A | 7,781 | $0.00 | A | 19,193 | D | |
| Common SharesF2 | Feb 22, 2016 | F | 3,806 | $31.95 | D | 15,387 | D | |
| Common SharesF3 | Feb 22, 2016 | M | 1,683 | $0.00 | A | 17,070 | D | |
| Common SharesF4 | Feb 22, 2016 | D | 1,347 | $31.4723 | D | 15,723 | D | |
| Comnmon SharesF5 | Feb 22, 2016 | F | 183 | $31.95 | D | 15,540 | D | |
| Common SharesF6 | holding | — | — | — | 76,917 | I | By Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF7,F9,F8 | — | Feb 22, 2016 | A | 3,725 | A | — | — | Common Shares | 3,725 | 12,381 | D |
| Restricted Stock UnitsF3,F9,F10 | — | Feb 22, 2016 | M | 1,683 | D | — | — | Common Shares | 1,683 | 10,698 | D |
Explanation of responses
- F1Represents the Company's common shares that were earned pursuant to a 2013 performance-based award for no monetary consideration and which vested at 113% of target based on the achievement of pre-established performance criteria during the applicable three-year performance period established under the Company's Third Amended and Restated 2004 Stock Incentive Plan.
- F10The Restricted Stock Units vested in four equal installments with the first installment vesting on February 22, 2013.
- F2Exclusively represents shares withheld by the Company with respect to the payment of withholding tax liability incurred upon the vesting of performance-based awards.
- F3On February 22, 2012, the reporting person was granted 6,726 Restricted Stock Units for no monetary consideration. The Restricted Stock Units convert into (i) 1,344 common shares and (ii) cash equal to the market value of 5,382 common shares (measured at the date of vesting) upon the vesting of such Restricted Stock Units.
- F4The fair market value of the cash portion was determined using the daily volume-weighted average sales price of the common shares for the five consecutive trading days up to and including February 22, 2016.
- F5Exclusively represents shares withheld by the Company with respect to the payment of withholding tax liability incurred upon the vesting of Restricted Stock Units.
- F6Represents shares held by an irrevocable trust for the benefit of the reporting person's children.
- F7Grant of Restricted Stock Units for no monetary consideration. Restricted Stock Units convert into (i) 2,980 common shares of the Company and (ii) cash equal to the market value of 745 common shares (measured at the date of vesting) upon the vesting of such Restricted Stock Units.
- F8The Restricted Stock Units vest in four equal installments with the first installment vesting on February 22, 2017.
- F9Represents Restricted Stock Units held by the reporting person that vest in whole or in part in cash.