SEC Form 4 · accession 0001571049-17-002118
Norwegian Cruise Line Holdings Ltd. · NCLH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Frank J Del Rio
Officer — Pres. & CEO · Director
Period of report
Mar 6, 2017
Accepted (ET)
Mar 8, 2017 · 4:22 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 | Mar 6, 2017 | A | 15,000 | $0.00 | A | 289,019 | D | |
| Common StockF2 | Mar 6, 2017 | F | 4,103 | $49.76 | D | 284,916 | D | |
| Common Stock | holding | — | — | — | 40,160 | I | By Breeze Hill Investments, LLC | |
| Common Stock | holding | — | — | — | 17,912 | I | By GCO Management, LLC | |
| Common Stock | holding | — | — | — | 27,875 | I | By FJDR Family Trust |
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)F3 | $59.43 | Mar 6, 2017 | A | 62,500 | A | Mar 6, 2017 | Aug 3, 2025 | Common Stock | 62,500 | 947,916 | D |
Explanation of responses
- F1On August 4, 2015, the reporting person was granted 300,000 restricted share units with respect to the ordinary shares of Norwegian Cruise Line Holdings Ltd. ("NCLH") which vest in part based on time, performance hurdles and a share price appreciation hurdle. The Compensation Committee determined that certain performance criteria for 2016 was met, resulting in the vesting of 15,000 restricted share units.
- F2Represents the withholding of ordinary shares underlying restricted share units to cover tax obligations.
- F3On August 4, 2015, the reporting person was granted an option to purchase 1,250,000 ordinary shares of NCLH which vest in part based on time, performance hurdles and a share price appreciation hurdle. The Compensation Committee determined that certain performance criteria for 2016 was met, resulting in the vesting of the option as to 62,500 ordinary shares.