SEC Form 4 · accession 0000899243-17-024771
Affinion Group Holdings, Inc. · AFGR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Rick Patrick Frier
Director
Period of report
Oct 24, 2017
Accepted (ET)
Oct 26, 2017 · 5:50 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001404624
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Oct 24, 2017 | A | 9,804 | $0.00 | A | 14,814 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents restricted stock units that constitute the right to receive one share of common stock of Affinion Group Holdings, Inc. (the "Issuer") upon settlement. The restricted stock units vest (i) 3/4 on October 24, 2017 (the "Date of Grant"), and (ii) an additional 1/12 on each of October 31, 2017 and the last day of the next two months thereafter, except in the event of a Change in Control (as defined in the Restricted Stock Unit Agreement for Directors), in which case all such restricted stock units will fully vest upon such Change in Control. Vested restricted stock units settle into shares of common stock of the Issuer on the earlier of (i) a Change in Control or (ii) on the third anniversary of the Date of Grant.
- F2Includes the grant reported in this Form 4 and also includes 5,010 restricted stock units that were previously reported and have vested but will not settle into shares of common stock of the Issuer until the earlier of (i) a Change in Control (as defined in the Restricted Stock Unit Agreement for Directors related to such restricted stock units) or (ii) on the third anniversary of the grant date of such restricted stock units.