SEC Form 4 · accession 0000014272-15-000117
BRISTOL MYERS SQUIBB CO · BMY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lamberto Andreotti
Officer — Chief Executive Officer · Director
Period of report
Mar 6, 2015
Accepted (ET)
Mar 10, 2015 · 4:51 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000014272
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.10 par valueF1 | Mar 6, 2015 | M | 29,240 | $0.00 | A | 374,863 | D | |
| Common Stock, $0.10 par valueF2 | Mar 6, 2015 | J | 27,225 | $0.00 | A | 402,088 | D | |
| Common Stock, $0.10 par valueF3 | Mar 6, 2015 | F | 31,525 | $65.12 | D | 370,563 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Market Share UnitsF4,F1 | — | Mar 6, 2015 | M | 29,240 | D | — | Mar 6, 2016 | Common Stock, $0.10 par value | 29,240 | 29,240 | D |
Explanation of responses
- F1Represents vesting of one-quarter of market share units granted on March 6, 2012.
- F2Adjustment reflects additional shares acquired upon the vesting of market share units due to the performance factor.
- F3Shares withheld for payment of taxes upon vesting of awards.
- F4Each market share unit converts into the number of shares of common stock determined by applying a payout factor to the target number of shares vesting on a given date. The payout factor is a ratio of the average of the closing price on the measurement date plus the nine prior trading days divided by the average stock price on the grant date (also a 10-day average). The minimum payout factor that must be achieved to earn a payout is 60% and the maximum payout factor is 200%.