SEC Form 4/A · accession 0001415889-17-000555
ARRIS International plc · ARRS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Timothy R O'Loughlin
Officer — PRESIDENT,NORTH AMERICAN SALES
Period of report
Jan 6, 2016
Accepted (ET)
Mar 31, 2017 · 9:30 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001645494
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1,F2 | Jan 6, 2016 | S | 17,397 | $29.7812 | D | 1,527 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Shares (T) 170329F3,F4 | $0.00 | Mar 29, 2017 | A | 18,725 | A | Mar 29, 2021 | — | Ordinary Shares | 18,725 | 18,725 | D |
| Restricted Shares (P) 170329F5,F4 | $0.00 | Mar 29, 2017 | A | 37,450 | A | Jan 31, 2020 | — | Ordinary Shares | 37,450 | 37,450 | D |
| Restricted Shares (S) 160707F6,F4 | $0.00 | holding | — | — | — | Jan 4, 2018 | — | Ordinary Shares | 14,650 | 14,650 | D |
| Restricted Shares (R) 160707F6,F4 | $0.00 | holding | — | — | — | Jan 4, 2018 | — | Ordinary Shares | 4,230 | 4,230 | D |
| Restricted Shares (T) 160707F3,F4 | $0.00 | holding | — | — | — | Jul 7, 2020 | — | Ordinary Shares | 19,735 | 19,735 | D |
| Restricted Shares (P) 160707F5,F4 | $0.00 | holding | — | — | — | Jan 31, 2019 | — | Ordinary Shares | 39,470 | 39,470 | D |
Explanation of responses
- F1The number of shares previously reported were the pre-combination quantity of shares held and did not reflect conversion multiplier pursuant to the scheme.
- F2The price reported is a weighted average price. The shares were sold in multiple transactions at prices within $1 of the high and low sale prices. The reporting person undertakes to provide issuer or any security holder of the issuer or the staff of the Security Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote
- F3Represents a restricted stock unit grant that vests annually in fourths beginning one year from the date of the award. Date shown reflects the date upon which the award is fully vested.
- F4This restricted stock unit grant does not have a date of expiration, but will fully vest pursuant to the predetermined vesting schedule.
- F5Represents a restricted stock unit grant that is performance-based and can vest between 0 and 200% of the grant amount based on the Company's shareholder return as compared to the NASDAQ Composite shareholder return over a three-year measurement period. Amount shown reflects maximum vesting of the award at the 200% level.
- F6Represents a restricted stock grant subsequent to the 4 January 2016 combination of ARRIS Group, Inc. ("ARRIS") and Pace plc ("Pace") pursuant to which each of ARRIS and Pace was acquired by a new English holding company, ARRIS International plc (the "Merger"). The granted shares are subject to vesting on the second anniversary of the Merger. Date represents vesting date for the award.