SEC Form 4 · accession 0001127602-15-010795
Tower International, Inc. · TOWR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Paer Malmhagen
Officer — President, Europe
Period of report
Mar 6, 2015
Accepted (ET)
Mar 10, 2015 · 4:18 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001485469
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, Par Value $0.01 Per ShareF1 | Mar 6, 2015 | M | 2,012 | — | A | 3,666 | D | |
| Common Stock, Par Value $0.01 Per Share | Mar 6, 2015 | F | 956 | $26.16 | D | 2,710 | D | |
| Common Stock, Par Value $0.01 Per ShareF1 | Mar 6, 2015 | M | 1,044 | — | A | 3,754 | D | |
| Common Stock, Par Value $0.01 Per Share | Mar 6, 2015 | F | 496 | $26.16 | D | 3,258 | 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 UnitsF1,F2 | — | Mar 6, 2015 | A | 2,568 | A | — | — | Common Stock, Par Value $0.01 Per Share | 2,568 | 2,568 | D |
| Restricted Stock UnitsF1,F3 | — | Mar 6, 2015 | M | 2,012 | D | — | — | Common Stock, Par Value $0.01 Per Share | 2,012 | 2,012 | D |
| Restricted Stock UnitsF1,F4 | — | Mar 6, 2015 | M | 1,044 | D | — | — | Common Stock, Par Value $0.01 Per Share | 1,044 | 2,087 | D |
Explanation of responses
- F1Each restricted stock unit (collectively, the "RSUs") represents a contingent right to receive one share of the common stock, par value $0.01 per share (the "Common Stock") of Tower International, Inc. (the "Company").
- F2These RSUs will vest ratably on March 6, 2016, March 6, 2017, and March 6, 2018; provided, however, that such RSUs will vest in full upon the occurrence of a "change in control" of the Company, as defined in the Tower International, Inc. 2010 Equity Incentive Plan (the "Plan"), or if the reporting person's employment terminates due to death or disability. There is no expiration date.
- F3On March 6, 2015, one-third of the 6,036 RSUs originally granted to the reporting person on March 5, 2013 vested. The balance of the RSUs will vest on March 6, 2016; provided, however, that such RSUs will vest in full upon the occurrence of a "change in control" of the Company, as defined in the Plan, or if the reporting person's employment terminates due to death or disability. There is no expiration date.
- F4On March 6, 2015, one-third of the 3,131 RSUs originally granted to the reporting person on March 6, 2014 vested. The balance of the RSUs will vest ratably on March 6, 2016 and March 6, 2017; provided, however, that such RSUs will vest in full upon the occurrence of a "change in control" of the Company, as defined in the Plan, or if the reporting person's employment terminates due to death or disability. There is no expiration date.