SEC Form 4 · accession 0001181431-15-000129

SunGard

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — SVP & Chief Legal Officer

Period of report

Dec 31, 2014

Accepted (ET)

Jan 5, 2015 · 1:12 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001337272

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F1	Dec 31, 2014	M	12,226	—	A	59,973	D
Class A Common Stock	Dec 31, 2014	F	4,304	$0.01	D	55,669	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Time-Based Restricted Stock Unit^F1,F2,F3	—	Dec 31, 2014	M	9,404	D	—	—	Unit	9,404	9,404	D
Class L Common Stock^F4	—	Dec 31, 2014	M	1,358	A	—	—	Class A Common Stock	1,358	6,664	D
Class L Common Stock^F4	—	Dec 31, 2014	F	478	D	—	—	Class A Common Stock	478	6,185	D

F1Each Time-Based Restricted Stock Unit ("RSU") represented a right to receive Units (as defined in note 3 below) upon satisfaction of time-based vesting and payout conditions.
F2Time-Based RSUs vest over three years with one-third vesting on each of December 31, 2013, December 31, 2014 and December 31, 2015. The Reporting Person's vested RSUs are paid in shares upon vesting.
F3Each "Unit", as adjusted in connection with the March 31, 2014 split-off transaction, consists of 1.3 shares of Class A-8 common stock and 0.1444 shares of Class L common stock of SunGard Capital Corp. and 0.038 shares of preferred stock of SunGard Capital Corp. II.
F4Each share of Class L common stock automatically converts into one share of Class A-8 common stock, plus an additional number of shares based on the public offering price established in connection with an initial public offering of the Issuer's securities (i) immediately prior to an initial public offering of the Issuer, (ii) in connection with a realization event of the Issuer, upon the approval of the Requisite Principal Investors, or (iii) in connection with the registration, under the Securities Act of 1933, of the Class A-8 common stock, unless the Majority Principal Investors determine otherwise.