SEC Form 4 · accession 0001140361-19-004449
ORBCOMM Inc. · ORBC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Constantine Milcos
Officer — Sr. VP& CAO
Period of report
Mar 1, 2019
Accepted (ET)
Mar 5, 2019 · 6:14 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 StockF1 | Mar 1, 2019 | A | 1,891 | — | A | 27,007 | D | |
| Common StockF2 | Mar 1, 2019 | A | 5,000 | — | A | 32,007 | D | |
| Common StockF3 | Mar 1, 2019 | A | 5,000 | — | A | 37,007 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightF4 | $6.60 | holding | — | — | — | — | — | Common Stock | 6,100 | 6,100 | D |
| Stock Appreciation RightF5 | $5.92 | holding | — | — | — | — | — | Common Stock | 6,100 | 6,100 | D |
| Restricted Stock Unit (Performance Vested)F6 | $0.00 | holding | — | — | — | — | — | Common Stock | 2,762 | 2,762 | D |
| Restricted Stock Unit (Time Vested)F7 | $0.00 | holding | — | — | — | — | — | Common Stock | 2,763 | 2,763 | D |
Explanation of responses
- F1Represents the vesting of Performance Vested Restricted Stock Units ("PV RSUs"), each PV RSU representing the right to receive one share of common stock or its cash equivalent. On March 1, 2019, 1,891 of the previously reported 2,004 PV RSU awards granted on December 12, 2017 vested based on the achievement by the employee and/or ORBCOMM Inc. (the "Company") of certain performance targets for fiscal year 2018 and 113 PV RSUs lapsed unvested.
- F2Represents the vesting of PV RSUs, each PV RSU representing the right to receive one share of common stock or its cash equivalent. On March 1, 2019, all of the previously reported 5,000 PV RSU awards granted on July 31, 2018 vested based on the achievement by the Company of a certain performance target for fiscal year 2018.
- F3Represents the vesting of PV RSUs, each PV RSU representing the right to receive one share of common stock or its cash equivalent. On March 1, 2019, all of the previously reported 5,000 PV RSU awards granted on July 31, 2018 vested based on the achievement by the Company of certain performance target for fiscal year 2018.
- F4Each 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 (December 17, 2014) to the date of exercise of the TV SAR. The TV SAR awards vested on January 1, 2016. The TV SAR awards 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.
- F5Each 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 (December 12, 2013) 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.
- F6Each 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 2019.
- F7Each Time Vested Restricted Stock Unit represents the right to receive one share of common stock or its cash equivalent on the vesting date, January 1, 2020.