SEC Form 4 · accession 0001411207-18-000091
Allison Transmission Holdings Inc · ALSN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James A Star
Director
Period of report
May 10, 2018
Accepted (ET)
May 14, 2018 · 4:06 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 10, 2018 | A | 446 | $0.00 | A | 22,638 | D | |
| Common StockF3,F4 | May 10, 2018 | M | 3,233 | $0.00 | A | 25,871 | D | |
| Common StockF5 | holding | — | — | — | 604,100 | I | By Areljay II LLC | |
| Common StockF5 | holding | — | — | — | 2,048,186 | I | By The Crown Fund | |
| Common StockF5 | holding | — | — | — | 993,361 | I | By The Crown Fund II | |
| Common StockF5 | holding | — | — | — | 19,900 | I | By HCNI II, LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF6,F7 | — | May 10, 2018 | M | 3,185 | D | — | — | Common Stock | 3,185 | 0 | D |
| Dividend Equivalent RightsF8,F9 | — | May 10, 2018 | M | 48 | D | — | — | Common Stock | 48 | 0 | 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") Third Amended and Restated Non-Employee Director Compensation Policy. The annual retainer is paid quarterly in arrears in cash or common stock at the reporting person's discretion.
- F2The number of shares of common stock received was calculated based on $41.96, 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 48 dividend equivalents.
- F5These shares are held by the identified entities in which trusts established for the benefit of the reporting person's wife and children indirectly own interests. The reporting person is President and Chief Executive Officer of Longview Asset Management, LLC, which, by virtue of managing the investments of such entities, may be deemed to beneficially own the shares held by such entities. The reporting person disclaims beneficial ownership of the shares held by these entities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all the reported shares for purposes of Section 16 or for any other purpose.
- F6Each RSU represents a contingent right to receive one share of the Company's common stock.
- F7On May 12, 2017, the reporting person was granted 3,185 RSUs that vested on May 10, 2018.
- F8Each dividend equivalent rights is the economic equivalent of one share of the Company's common stock.
- F9The dividend equivalent rights accrued on previously awarded RSUs and vested on May 10, 2018.