SEC Form 4 · accession 0001561304-17-000006
ASPEN INSURANCE HOLDINGS LTD · AHL-PD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Cain
Officer — CEO, ABL & Group GC
Period of report
Feb 22, 2017
Accepted (ET)
Feb 24, 2017 · 5:58 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001267395
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1 | Feb 22, 2017 | A | 11,641 | — | A | 51,222 | D | |
| Ordinary Shares | Feb 22, 2017 | F | 993 | $56.25 | D | 50,229 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2014 Performance SharesF3,F4 | — | Feb 22, 2017 | A | 1,625 | A | — | — | Ordinary Shares | 1,625 | 11,641 | D |
| 2014 Performance SharesF3,F5 | — | Feb 22, 2017 | M | 11,641 | D | — | — | Ordinary Shares | 11,641 | 0 | D |
| 2015 Performance SharesF3,F6 | — | Feb 22, 2017 | A | 1,417 | A | — | — | Ordinary Shares | 1,417 | 5,088 | D |
| 2016 Performance SharesF3,F7 | — | Feb 22, 2017 | A | 1,384 | A | — | — | Ordinary Shares | 1,384 | 1,384 | D |
Explanation of responses
- F1Ordinary shares acquired upon mandatory conversion of Performance Shares in accordance with the performance conditions having been met.
- F2Ordinary shares withheld in order to satisfy tax liability upon vesting of previously granted Performance Shares.
- F3Each Performance Share represents the right to receive one share of the Issuer's Ordinary Shares.
- F4Represents 2014 Performance Shares eligible for vesting following the achievement of certain financial targets by the Issuer. One third of the 2014 Performance Share award is tested annually over a three-year period. All vested 2014 Performance Shares are issued following the filing of the annual report on Form 10-K for the year ended December 31, 2016.
- F5Represents mandatory conversion into Issuer's Ordinary Shares of all 2014 Performance Shares eligible for vesting following the achievement of certain financial targets by the Issuer and filing of the annual report on Form 10-K for the year ended December 31, 2016.
- F6Represents 2015 Performance Shares eligible for vesting following the achievement of certain financial targets by the Issuer. One third of the 2015 Performance Share award is tested annually over a three-year period. All vested 2015 Performance Shares will be issued following the filing of the annual report on Form 10-K for the year ended December 31, 2017.
- F7Represents 2016 Performance Shares eligible for vesting following the achievement of certain financial targets by the Issuer. One third of the 2016 Performance Share award is tested annually over a three-year period. All vested 2016 Performance Shares will be issued following the filing of the annual report on Form 10-K for the year ended December 31, 2018.