SEC Form 4 · accession 0001571049-17-002005
Norwegian Cruise Line Holdings Ltd. · NCLH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrew Stuart
Officer — Pres. & CEO of NCL
Period of report
Mar 1, 2017
Accepted (ET)
Mar 3, 2017 · 5:07 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 | Mar 1, 2017 | A | 30,000 | $0.00 | A | 334,550 | D | |
| Common StockF3 | Mar 1, 2017 | F | 2,622 | $51.05 | D | 331,928 | D | |
| Common Stock | Mar 1, 2017 | M | 70,000 | $19.00 | A | 401,928 | D | |
| Common StockF4 | Mar 1, 2017 | S | 70,000 | $51.12 | D | 331,928 | 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 | $19.00 | Mar 1, 2017 | M | 70,000 | D | — | Jan 17, 2020 | Common Stock | 70,000 | 90,551 | D |
Explanation of responses
- F1Each restricted share unit represents the contingent right to receive one share of Norwegian Cruise Line Holdings Ltd.'s ("NCLH") common stock upon vesting.
- F2Represents a grant of restricted share units under NCLH's Amended and Restated 2013 Performance Incentive Plan. The restricted share units will vest in three equal installments on March 1, 2018, March 1, 2019 and March 1, 2020.
- F3Represents shares withheld by NCLH to satisfy tax withholding obligations in connection with the vesting of 1/3rd of 18,750 restricted share units granted to the reporting person on March 1, 2016.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.00 to 51.31, 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 70,000 of the options were vested as of January 18, 2013.