SEC Form 4 · accession 0001428875-18-000131
SERVICEMASTER GLOBAL HOLDINGS INC · SERV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Nikhil M Varty
Officer — Chief Executive Officer · Director
Period of report
Oct 1, 2018
Accepted (ET)
Oct 3, 2018 · 8:25 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001428875
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Oct 1, 2018 | M | 52,521 | — | A | 64,375 | D | |
| Common StockF2,F3 | Oct 1, 2018 | F | 21,412 | $40.6007 | D | 42,963 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Restricted Stock UnitsF1 | — | Oct 1, 2018 | M | 52,521 | D | — | — | Common Stock | 52,521 | 0 | D |
| Restricted Stock UnitsF4,F5 | — | Feb 18, 2018 | J | 47,216 | A | — | — | Common Stock | 47,216 | 47,216 | D |
| Employee Stock Options (Right To Buy)F4,F6 | $28.56 | Jul 26, 2017 | J | 148,049 | A | — | — | Common Stock | 148,049 | 148,049 | D |
| Employee Stock Options (Right To Buy)F4,F7 | $37.07 | Feb 18, 2018 | J | 145,459 | A | — | — | Common Stock | 145,459 | 145,459 | D |
Explanation of responses
- F1The executive was originally granted 35,562 shares of Performance Restricted Stock Units on July 26, 2017 in connection with the proposed spin-off of the American Home Shield business. Upon the completion of the spin-off on October 1, 2018, the executive's Performance Restricted Stock units were all adjusted in connection with the spin-off based on the closing price of ServiceMaster's stock on September 28, 2018 and the opening price of ServiceMaster's stock on October 1, 2018. These Performance Restricted Share Units settled in SERV common stock on October 1, 2018.
- F2The reporting person is reporting the sale of shares of common stock to satisfy the reporting person's tax withholding obligations in connection with the vesting and delivery of shares.
- F3The price reported in Table I, Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.48-$40.76, inclusive. The reporting person undertakes to provide ServiceMaster, any security holder of ServiceMaster, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.
- F4The number of RSU(s), stock options and the exercise price for the stock options were all adjusted in connection with the spin-off based on the closing price of ServiceMaster's stock on September 28, 2018 and the opening price of ServiceMaster's stock on October 1, 2018.
- F5Each unit is the economic equivalent of one share of the Company's common stock. The restricted stock units were granted on February 18, 2018, and vested and settled in three equal installments on the first three anniversaries of the grant date, subject to the executive's continued employment with the Company.
- F6The stock options were granted on July 26, 2017, and vest and become exercisable in four equal installments on the first anniversary of the grant date, subject to continued employment.
- F7The stock options were granted on February 18, 2018, and vest and become exercisable in four equal installments of the first anniversary of the grant date, subject to continued employment.