SEC Form 4 · accession 0001468174-15-000045
Hyatt Hotels Corp · H
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
H. Charles Floyd
Officer — See Remarks
Period of report
Mar 25, 2015
Accepted (ET)
Mar 27, 2015 · 5:09 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001468174
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Mar 25, 2015 | A | 22,510 | $0.00 | A | 168,332 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F3 | — | Mar 25, 2015 | A | 11,255 | A | — | — | Class A Common Stock | 11,255 | 11,255 | D |
| Restricted Stock UnitsF2,F4 | — | Mar 25, 2015 | A | 17,771 | A | — | — | Class A Common Stock | 17,771 | 17,771 | D |
| Stock Appreciation RightsF5 | $56.27 | Mar 25, 2015 | A | 30,684 | A | — | Mar 25, 2025 | Class A Common Stock | 30,684 | 30,684 | D |
| Stock Appreciation RightsF6 | $56.27 | Mar 25, 2015 | A | 41,373 | A | — | Mar 25, 2025 | Class A Common Stock | 41,373 | 41,373 | D |
Explanation of responses
- F1Represents 22,510 shares of restricted Class A Common Stock ("Restricted Stock") issued pursuant to the Second Amended and Restated Hyatt Hotels Corporation Long-Term Incentive Plan (the "LTIP"). The Restricted Stock will vest following the three-year period ending December 31, 2017, subject to attainment of certain performance goals set forth in a restricted stock award agreement. The Restricted Stock is subject to certain restrictions, including restrictions on transfer, prior to vesting. The shares of Restricted Stock vest at 25% if the threshold goal is achieved, 50% if the target goal is achieved and 100% if the maximum goal is achieved or exceeded. If less than 100% of the shares of Restricted Stock vest, then those shares that do not vest will be forfeited.
- F2Each Restricted Stock Unit ("RSU") represents the contingent right to receive, at settlement, one share of Class A Common Stock.
- F3The RSUs issued pursuant to the LTIP vest and become payable in four equal annual installments beginning on March 16, 2016. The RSUs will be settled in shares of Class A Common Stock upon vesting, subject to earlier settlement upon death or disability or a change of control of the Issuer.
- F4The RSUs issued pursuant to the LTIP vest and become payable in two equal annual installments beginning on March 16, 2018. The RSUs will be settled in shares of Class A Common Stock upon vesting, subject to earlier settlement upon death or disability or a change of control of the Issuer.
- F5The stock appreciation rights issued pursuant to the LTIP vest in four equal annual installments beginning on March 16, 2016.
- F6The stock appreciation rights issued pursuant to the LTIP vest in two equal annual installments beginning on March 16, 2018.
Remarks
Global President - Operations