SEC Form 4 · accession 0001144204-19-011324
Norwegian Cruise Line Holdings Ltd. · NCLH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Harry Sommer
Officer — Pres., International
Period of report
Feb 26, 2019
Accepted (ET)
Feb 28, 2019 · 5:05 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001513761
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 26, 2019 | A | 15,000 | $0.00 | A | 78,322 | D | |
| Common StockF3 | Feb 26, 2019 | F | 3,667 | $55.57 | D | 74,655 | D | |
| Common Stock | Feb 27, 2019 | M | 25,000 | $41.79 | A | 99,655 | D | |
| Common StockF4 | Feb 27, 2019 | S | 31,138 | $55.01 | D | 68,517 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F5 | $41.79 | Feb 27, 2019 | M | 25,000 | D | — | Nov 18, 2024 | Common Stock | 25,000 | 0 | D |
Explanation of responses
- F1On March 1, 2017 the reporting person was granted 15,000 restricted share units with respect to the ordinary shares of Norwegian Cruise Line Holdings Ltd. ("NCLH") which vest based on performance hurdles. The Compensation Committee determined that the performance criteria for 2018 was met on February 26, 2019, resulting in the vesting of 15,000 restricted share units.
- F2Includes 481 shares acquired under NCLH's Employee Share Purchase Plan during 2018.
- F3Represents shares withheld by NCLH to satisfy tax withholding obligations in connection with the vesting of 15,000 restricted share units granted to the reporting person on March 1, 2017.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55 to $55.08, inclusive. The reporting person undertakes to provide to NCLH, any security holder of NCLH, 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 footnote (4).
- F5All of the options were vested as of November 19, 2018.