SEC Form 4 · accession 0001411207-17-000086
Allison Transmission Holdings Inc · ALSN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas W Rabaut
Director
Period of report
May 11, 2017
Accepted (ET)
May 15, 2017 · 8:52 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001411207
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | May 11, 2017 | A | 490 | $0.00 | A | 30,454 | D | |
| Common StockF3,F4 | May 11, 2017 | M | 3,697 | $0.00 | A | 34,151 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred Stock UnitsF5,F7,F6 | — | May 11, 2017 | A | 229 | A | — | — | Common Stock | 229 | 1,051 | D |
| Restricted Stock UnitsF8,F9 | — | May 11, 2017 | M | 3,628 | D | — | — | Common Stock | 3,628 | 0 | D |
| Divident Equivalent UnitsF10,F11 | — | May 11, 2017 | M | 69 | D | — | — | Common Stock | 69 | 5 | D |
| Restricted Stock UnitsF12,F14,F8,F13 | — | May 12, 2017 | A | 3,185 | A | — | — | Common Stock | 3,185 | 3,185 | D |
Explanation of responses
- F1These shares represent a quarterly payment of the reporting person's annual retainer under the Allison Transmission Holdings, Inc. (the "Company") Second Amended and Restated Non-Employee Director Compensation Policy ("Policy"). The annual retainer is paid quarterly in arrears in cash or common stock at the reporting person's discretion.
- F10Each dividend equivalent right is the economic equivalent of one share of the Company's common stock.
- F11The dividend equivalent rights accrued on previously awarded RSUs and vested on May 11, 2017.
- F12The RSUs represent the reporting person's annual equity award under the Policy.
- F13The RSUs vest on the date of the next annual meeting of the stockholders of the Company. Unvested RSUs earn dividend equivalents when dividends are declared on the Company's common stock.
- F14The number of RSUs recieved was calculated based on $37.67, which was the clsoing price of the Company's common stock on the date of grant.
- F2The number of shares of common stock received was calculated based on $38.23, which was the closing price of the Company's common stock on the date of grant.
- F3Settlement of restricted stock units ("RSUs") and related dividend equivalents.
- F4Includes 69 dividend equivalents.
- F5These Deferred Stock Units ("DSUs") represent a quarterly payment of the portion of the reporting person's other fees under the Policy deferred pursuant to the Company's Amended and Restated Non-Employee Director Deferred Compensation Plan. The other fees are payable quarterly in arrears.
- F6Each DSU is the economic equivalent of one share of the Company's common stock. The DSUs become payable, in common stock, or at the Company's election, cash, at the earlier of the reporting person's separation from service or a change in control. DSUs earn dividend equivalents when dividends are declared on the Company's common stock.
- F7The number of DSUs received was calculated based on $38.23, which was the closing price of the Company's common stock on the date of grant.
- F8Each RSU represents a contingent right to receive one share of the Company's common stock
- F9On May 13, 2016, the reporting person was granted 3,628 RSUs that vested on May 11, 2017.