SEC Form 4 · accession 0001209191-15-070939
SunGard
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Brian A Traquair
Officer — EVP, Financial Systems
Period of report
Sep 14, 2015
Accepted (ET)
Sep 16, 2015 · 2:31 pm EDT
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 StockF1 | Sep 14, 2015 | M | 7,251 | — | A | 90,162 | D | |
| Class A Common Stock | Sep 14, 2015 | F | 3,592 | $0.00 | D | 86,571 | D | |
| Class A Common StockF2 | Sep 14, 2015 | M | 7,251 | — | A | 93,822 | D | |
| Class A Common Stock | Sep 14, 2015 | F | 3,592 | $0.00 | D | 90,230 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Time-Based Restricted Stock UnitF1,F3 | — | Sep 14, 2015 | M | 5,578 | D | Sep 14, 2015 | Sep 14, 2015 | Units | 5,578 | 0 | D |
| Performance-Based Restricted Stock UnitF2 | — | Sep 14, 2015 | M | 5,578 | D | Sep 14, 2015 | Sep 14, 2015 | Units | 5,578 | 0 | D |
| Class L Common StockF4 | — | Sep 14, 2015 | M | 1,611 | A | — | — | Class A Common Stock | 1,611 | 10,824 | D |
| Class L Common StockF4 | — | Sep 14, 2015 | F | 798 | D | — | — | Class A Common Stock | 798 | 10,026 | D |
Explanation of responses
- F1Time-Based Restricted Stock Unit ("RSU") award granted September 14, 2011 represented a right to receive Units (as defined in note 3 below) upon satisfaction of time-based vesting and payout conditions.
- F2Performance-Based RSU award granted September 14, 2011 represented a right to receive Units (as defined in note 3 below) upon satisfaction of performance-based vesting and time-based payout conditions.
- F3Each "Unit" consists of 1.3 shares of Class A-8 common stock and 0.1444 shares of Class L common stock of SunGard 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.