SEC Form 4 · accession 0001443646-16-000124
Booz Allen Hamilton Holding Corp · BAH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin L Cook
Officer — EVP and CFO
Period of report
Mar 4, 2016
Accepted (ET)
Mar 8, 2016 · 4:31 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001443646
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Mar 4, 2016 | M | 10,000 | $5.14 | A | 19,762 | D | |
| Class A Common StockF1 | Mar 4, 2016 | M | 18,000 | $18.35 | A | 37,762 | D | |
| Class A Common StockF2,F1 | Mar 4, 2016 | S | 28,000 | $28.4532 | D | 9,762 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F3 | $5.14 | Mar 4, 2016 | M | 10,000 | D | — | Jan 26, 2020 | Class A Common Stock | 10,000 | 0 | D |
| Employee Stock Option (right to buy)F4 | $18.35 | Mar 4, 2016 | M | 18,000 | D | — | May 23, 2023 | Class A Common Stock | 18,000 | 27,000 | D |
Explanation of responses
- F1Includes shares of Class A restricted common stock and restricted stock units.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.40 to $28.515, inclusive. The reporting person undertakes to provide to Booz Allen Hamilton Holding Corporation, any of its security holders, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- F3Options are fully vested and exercisable.
- F418,000 options are fully vested and exercisable. The remaining options vest and become exercisable, subject to the reporting person's continued employment, ratably on June 30, 2016, June 30, 2017, and June 30, 2018. These options fully vest and become exercisable immediately prior to the effective date of certain change in control events.