SEC Form 4 · accession 0001311370-16-000049
Lazard, Inc. · LAZ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Matthieu Bucaille
Officer — Chief Financial Officer
Period of report
Feb 24, 2016
Accepted (ET)
Feb 25, 2016 · 6:13 pm EST
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,F2 | Feb 24, 2016 | M | 21,536 | — | A | 186,864 | 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 UnitsF3,F4,F1 | — | Feb 24, 2016 | A | 21,536 | A | — | — | Class A common stock | 21,536 | 21,536 | D |
| Performance-based Restricted Stock UnitsF3,F1,F2 | — | Feb 24, 2016 | M | 21,536 | D | — | — | Restricted Class A common stock | 21,536 | 0 | 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 2015 Proxy Statement. As a result of the foregoing, certain Performance-based Restricted Stock Units ("PRSUs") 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 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 any portion that the reporting person may be permitted to sell solely in order to pay the related taxes (in accordance with the applicable award agreements), will remain subject to all restrictive covenants contained in the underlying award agreements until the original vesting dates set forth in the award agreements.
- F2Amount excludes 233,427 shares of Class A common stock of Lazard Ltd beneficially owned by the reporting person.
- F3Represents prior grants of PRSUs awarded with respect to compensation for 2013 and 2014 for which performance conditions have been satisfied. These grants were previously reflected in Lazard Ltd's proxy statements for the relevant years.
- F4Each PRSU (the performance conditions of which have been satisfied) represents a contingent right to receive one share of Class A common stock of Lazard Ltd.