SEC Form 4 · accession 0001140361-17-000952
ORBCOMM Inc. · ORBC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Constantine Milcos
Officer — Sr. VP, Chief Acct Officer
Period of report
Jan 5, 2017
Accepted (ET)
Jan 6, 2017 · 2:23 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001361983
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Jan 5, 2017 | S | 1,180 | $8.486 | D | 9,926 | D | |
| Restricted Stock Unit (Performance Vested)F3 | holding | — | — | — | 2,949 | D |
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 (Performance Vested)F4 | — | holding | — | — | — | — | — | Common Stock | 2,183 | 2,183 | D |
| Restricted Stock Unit (Time Vested)F5 | — | holding | — | — | — | — | — | Common Stock | 2,184 | 2,184 | D |
| Stock Appreciation RightF6 | $6.60 | holding | — | — | — | — | — | Common Stock | 6,100 | 6,100 | D |
| Stock Appreciation RightF7 | $5.92 | holding | — | — | — | — | — | Common Stock | 6,100 | 6,100 | D |
| Stock Appreciation RightF8 | $5.14 | holding | — | — | — | — | — | Common Stock | 24,000 | 24,000 | D |
Explanation of responses
- F1The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person to cover taxes applicable to the vesting of Time Vested Restricted Stock Units ("TV RSUs") described in FN 2.
- F2Includes 2,949 shares of common stock underlying TV RSUs that vested on January 1, 2017.
- F3Each Performance Vested Restricted Stock Unit ("PV RSU") represents the right to receive one share of common stock. The PV RSU awards will vest based on the achievement by the employee and/or ORBCOMM Inc. (the "Company") of certain performance targets for fiscal year 2016.
- F4Each PV RSU represents the right to receive one share of common stock or its cash equivalent. The PV RSU will vest based on the achievement by the employee and/or the Company of certain performance targets for fiscal year 2017.
- F5Each TV RSU represents the right to receive one share of common stock or its cash equivalent on the vesting date, January 1, 2018.
- F6Each Time Vested Stock Appreciation Right ("TV SAR") represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR to the date of exercise of the TV SAR. The TV SAR awards vested on January 1, 2016. The TV SAR awards will expire on December 17, 2024 and have an exercise price of $6.60 per share, the closing price of the common stock on the grant date.
- F7Each TV SAR represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR to the date of exercise of the TV SAR. The TV SAR awards vested on January 1, 2015. The TV SAR awards expire on December 12, 2023 and have an exercise price of $5.92 per share, the closing price of the common stock on the grant date.
- F8Each TV SAR represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR (September 25, 2013) to the date of exercise of the TV SAR. The TV SAR awards vested on September 25, 2014. The TV SAR awards expire on September 25, 2023 and have an exercise price of $5.14 per share, the closing price of the common stock on the grant date.