SEC Form 4 · accession 0001618791-17-000012
ASPEN INSURANCE HOLDINGS LTD · AHL-PD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard Matthew Thornton
Officer — Former Group COO
Period of report
Dec 8, 2017
Accepted (ET)
Dec 11, 2017 · 1:11 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 | Nov 1, 2017 | A | 820 | $36.27 | A | 4,654 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share Units (2015 Grant)F2,F4 | — | Dec 8, 2017 | J | 1,121 | D | — | — | Ordinary Shares | 1,121 | 0 | D |
| Restricted Share Units (2015 Part Bonus)F2,F6 | — | Dec 8, 2017 | J | 1,372 | D | — | — | Ordinary Shares | 1,372 | 0 | D |
| Restricted Share Units (2016 Grant)F2,F8 | — | Dec 8, 2017 | J | 2,190 | D | — | — | Ordinary Shares | 2,190 | 0 | D |
| Restricted Share Units (2017 Grant)F2,F10 | — | Dec 8, 2017 | J | 3,335 | D | — | — | Ordinary Shares | 3,335 | 0 | D |
| 2016 Performance SharesF11,F13 | — | Dec 8, 2017 | J | 1,187 | D | — | — | Ordinary Shares | 1,187 | 0 | D |
| 2015 Performance SharesF11,F15 | — | Dec 8, 2017 | J | 4,362 | D | — | — | Ordinary Shares | 4,362 | 0 | D |
Explanation of responses
- F1The Reporting Person is voluntarily reporting the acquisition of ordinary shares from the Issuer's Share Purchase Plan which is otherwise exempt from Form 4 reporting under Rule 16a-3(f) of the Securities Exchange Act of 1934, as amended.
- F10Represents 2017 Restricted Share Units granted on February 10, 2017 under our 2013 Share Incentive Plan, as amended. One-third of the 2017 Restricted Share Units vests annually on the anniversary of the grant date over a three-year period, in each case subject to the Reporting Person's continued service. Upon vesting of the 2017 Restricted Share Units, the Reporting Person shall be entitled to received a number or Ordinary Shares equal to the number of Restricted Share Units then vesting.
- F11Each Performance Share represents the right to receive one share of the Issuer's Ordinary Shares.
- F12The Reporting Person forfeited 1,187 2016 Performance Share Units upon termination of employment effective December 8, 2017.
- F13Represents 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.
- F14The Reporting Person forfeited 4,362 2015 Performance Share Units upon termination of employment effective December 8, 2017.
- F15Represents 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.
- F2Each Restricted Share Unit represents the right to receive one share of the Issuer's Ordinary Shares.
- F3The Reporting Person forfeited 1,121 2015 Restricted Share Units upon termination of employment effective December 8, 2017.
- F4Represents 2015 Restricted Share Units granted on March 5, 2015 under our 2013 Share Incentive Plan, as amended. One-third of the 2015 Restricted Share Units vests annually on the anniversary of the grant date over a three-year period, in each case subject to the Reporting Person's continued service. Upon vesting of the 2015 Restricted Share Units, the Reporting Person shall be entitled to received a number of Ordinary Shares equal to the number of Restricted Share Units then vesting.
- F5The Reporting Person forfeited 1,372 2015 Part Bonus Restricted Share Units upon termination of employment effective December 8, 2017.
- F6Represents a portion of the Reporting Person's annual bonus for 2015 paid in Restricted Share Units. The Restricted Share Units were granted on February 8, 2016. One-third of the Restricted Share Units vest annually on the anniversary of the grant date over a three-year period, in each case subject to the Reporting Person's continued service, unless terminated without cause or by the Reporting Person for good reason. Upon vesting of the Restricted Share Units, the Reporting Person shall be entitled to receive a number of Ordinary Shares equal to the number of Restricted Share Units then vesting.
- F7The Reporting Person forfeited 2,190 2016 Restricted Share Units upon termination of employment effective December 8, 2017.
- F8Represents 2016 Restricted Share Units granted on February 8, 2016 under our 2013 Share Incentive Plan, as amended. One-third of the 2016 Restricted Share Units vests annually on the anniversary of the grant date over a three-year period, in each case subject to the Reporting Person's continued service. Upon vesting of the 2016 Restricted Share Units, the Reporting Person shall be entitled to received a number of Ordinary Shares equal to the number of Restricted Share Units then vesting.
- F9The Reporting Person forfeited 3,335 2017 Restricted Share Units upon termination of employment effective December 8, 2017.