SEC Form 4 · accession 0001561894-18-000042
HA Sustainable Infrastructure Capital, Inc. · HASI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
J Brendan Herron
Officer — EVP & CFO
Period of report
Apr 4, 2018
Accepted (ET)
Apr 6, 2018 · 5:45 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001561894
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,F2 | Apr 4, 2018 | A | 19,038 | $0.00 | A | 257,228 | D | |
| Common stock, par value $0.01 per shareF3,F2 | Apr 4, 2018 | A | 25,874 | $0.00 | A | 283,102 | D | |
| Common stock, par value $0.01 per shareF4,F2 | Apr 4, 2018 | A | 51,752 | $0.00 | A | 334,854 | D | |
| Common stock, par value $0.01 per shareF5 | holding | — | — | — | 5,000 | I | By spouse | |
| Common stock, par value $0.01 per shareF6 | holding | — | — | — | 1,920 | I | By spouse as UTMA custodian for children |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On April 4, 2018, the reporting person was granted 19,038 shares of restricted Common Stock that were issued pursuant to the 2013 Hannon Armstrong Sustainable Infrastructure Capital Inc. Equity Incentive Plan, as amended (the "Plan"). The shares vest on May 15, 2019.
- F2Excludes 135,938 limited partnership units in Hannon Armstrong Sustainable Infrastructure, L.P., the issuer's operating partnership subsidiary, held by the reporting person, previously reported by the reporting person, which are redeemable for cash, or at the option of the issuer, for shares of Common Stock of the issuer on a one-for-one basis.
- F3On April 4, 2018, the reporting person was granted 25,874 shares of restricted Common Stock that were issued pursuant to the Plan. The shares will vest in equal installments of one-third of the full amount on May 15, 2019, March 5, 2020 and March 5, 2021.
- F4On April 4, 2018, the reporting person was awarded up to a maximum of 51,752 Restricted Stock Units ("RSUs") under the Plan, which represent the right to receive one share of Common Stock of the issuer for each RSU at vesting. The RSUs vest on March 5, 2021 if certain absolute and relative stockholder return targets are achieved on or prior to such date. The number of RSUs to be awarded to the reporting person range from zero to 51,752 based on the Company's performance relative to the return targets. The RSUs reported on this Form 4 assume the reporting person receives the maximum possible grant. Dividend equivalents will accrue on the RSUs from the grant date, but the reporting person is not entitled to receive the dividend equivalents until the RSUs vest. The grant is being reported here for informational purposes only.
- F5These shares are held by the reporting person's spouse. The reporting person disclaims ownership other than to the extent of his pecuniary interest.
- F6These shares are held by the reporting person's spouse as custodian for the reporting person's three children under the Uniform Transfers to Minors Act. The reporting person disclaims beneficial ownership other than to the extent of his pecuniary interest.