SEC Form 4 · accession 0000950157-17-000604
Lazard, Inc. · LAZ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ashish Bhutani
Officer — CEO of Lazard Asset Management · Director
Period of report
May 8, 2017
Accepted (ET)
May 10, 2017 · 9:11 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001311370
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Restricted Class A Common StockF1 | May 8, 2017 | M | 102,593 | — | A | 102,593 | D | |
| Restricted Class A Common StockF2,F3,F4 | May 8, 2017 | F | 57,268 | $42.86 | D | 45,325 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance-based Restricted Stock UnitsF5,F1 | — | May 8, 2017 | M | 72,795 | D | — | — | Restricted Class A Common Stock | 72,795 | 0 | D |
| Restricted Stock UnitsF6,F1,F4 | — | May 8, 2017 | M | 29,798 | D | — | — | Restricted Class A Common Stock | 29,798 | 3,955 | D |
Explanation of responses
- F1The reporting person has become eligible for retirement under the Company's RSU Retirement Policy, which is described in the Company's 2017 Proxy Statement. As a result, certain Restricted Stock Units ("RSUs"), and certain Performance-based Restricted Stock Units ("PRSUs") for which the performance conditions have been satisfied, that were previously granted to the reporting person are no longer subject to the service-based vesting requirements contained in the underlying award agreements. Such RSUs and PRSUs (for which the performance conditions have been satisfied) have now become subject to taxation and have been settled in the form of Restricted Class A Common Stock. The Restricted Class A Common Stock, excluding the portion retained by the Company in order to cover taxes required to be withheld, will remain subject to all restrictive covenants and sales restrictions contained in the underlying award agreements until the original vesting dates set forth in the award agreements.
- F2Represents shares of Restricted Class A Common Stock retained by the Company to cover taxes required to be withheld in connection with the settlement of RSUs and PRSUs.
- F3Represents the New York Stock Exchange closing price of Class A Common Stock on May 5, 2017, the trading day immediately preceding the settlement date.
- F4Amount excludes 523,456 shares of Class A Common Stock beneficially owned by the reporting person.
- F5Represents prior grants of PRSUs awarded with respect to compensation for 2014 and 2015 for which performance conditions have been satisfied. These grants were previously reflected in the Company's proxy statements for the relevant years.
- F6Represents RSUs previously acquired pursuant to the dividend equivalent reinvestment provisions of underlying PRSU awards.