SEC Form 4 · accession 0001209191-17-011437
Pendrell Corp · PCOA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lee E Mikles
Officer — President and CEO · Director
Period of report
Feb 15, 2017
Accepted (ET)
Feb 16, 2017 · 4:14 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001359555
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Feb 15, 2017 | M | 100,000 | $0.00 | A | 311,257 | D | |
| Class A Common Stock | holding | — | — | — | 7,479 | I | By spouse | |
| Class A Common Stock | holding | — | — | — | 8,610 | I | By trust for the benefit of children | |
| Class A Common Stock | holding | — | — | — | 1,000 | I | By trust for the benefit of daughter | |
| Class A Common Stock | holding | — | — | — | 100 | I | By custodial account for the benefit of son |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Unit AwardF2,F3,F4 | $0.00 | Feb 15, 2017 | M | 100,000 | D | Feb 15, 2017 | Jun 15, 2025 | Class A Common Stock | 100,000 | 200,000 | D |
Explanation of responses
- F1Vested restricted stock units were distributed to the reporting person, without payment, in shares of Class A Common Stock on a unit-for-share basis on the vesting date.
- F2Each restricted stock unit represents a contingent right to receive one share of Pendrell Corporation Class A Common Stock.
- F3Converts into Class A Common Stock on a unit-for-share basis on the vesting date.
- F4On June 15, 2015, the reporting person was granted 300,000 performance based restricted stock units. 100,000 of those restricted stock units vested on February 15, 2017 due to the Company's achievement of its 2016 performance objectives. If the reporting person remains engaged, 100,000 restricted stock units will vest on each of February 15, 2018 and February 15, 2019, but only to the extent the Company achieves its performance objectives for the preceding calendar year under its then-applicable incentive plan.