SEC Form 4 · accession 0001127602-16-065986
Yum China Holdings, Inc. · YUMC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightF1 | $11.26 | Nov 1, 2016 | A | 2,905 | A | — | Jan 24, 2018 | Common Stock | 2,905 | 2,905 | D |
| Stock Appreciation RightF1 | $8.84 | Nov 1, 2016 | A | 4,505 | A | — | Feb 5, 2019 | Common Stock | 4,505 | 4,505 | D |
| Stock Appreciation RightF1 | $9.96 | Nov 1, 2016 | A | 9,910 | A | — | Feb 5, 2020 | Common Stock | 9,910 | 9,910 | D |
| Stock Appreciation RightF1 | $14.88 | Nov 1, 2016 | A | 7,033 | A | — | Feb 4, 2021 | Common Stock | 7,033 | 7,033 | D |
| Stock Appreciation RightF2 | $19.00 | Nov 1, 2016 | A | 7,556 | A | — | Feb 6, 2023 | Common Stock | 7,556 | 7,556 | D |
| Stock Appreciation RightF3 | $21.30 | Nov 1, 2016 | A | 7,681 | A | — | Feb 5, 2024 | Common Stock | 7,681 | 7,681 | D |
| Stock Appreciation RightF4 | $21.30 | Nov 1, 2016 | A | 6,797 | A | — | Feb 5, 2024 | Common Stock | 6,797 | 6,797 | D |
| Stock Appreciation RightF5 | $22.32 | Nov 1, 2016 | A | 10,149 | A | — | Feb 6, 2025 | Common Stock | 10,149 | 10,149 | D |
| Stock Appreciation RightF6 | $21.06 | Nov 1, 2016 | A | 13,772 | A | — | Feb 5, 2026 | Common Stock | 13,772 | 13,772 | D |
| Restricted Stock UnitF7,F8,F9 | — | Nov 1, 2016 | A | 18,647 | A | — | — | Common Stock | 18,647 | 18,647 | D |
| Stock Appreciation RightF1 | $19.46 | Nov 1, 2016 | A | 3,679 | A | — | Feb 8, 2022 | Common Stock | 3,679 | 3,679 | D |
Explanation of responses
- F1Vested in full.
- F2Vesting occurs 25% per year beginning one year from 2/6/2013.
- F3Vesting occurs 25% per year beginning one year from 2/5/2014.
- F4Vesting occurs four years from 2/5/2014.
- F5Vesting occurs 25% per year beginning one year from 2/6/2015
- F6Vesting occurs 25% per year beginning one year from 2/5/2016.
- F7Conversion occurs on a one-for-one basis.
- F8Vesting occurs 25% on the first two anniversaries of 1/4/2016 and the remaining 50% will vest on the third anniversary of 1/4/2016.
- F9This grant does not have an expiration date.
Remarks
The transactions reported on this Form 4 (the "Reported Awards") represent awards made to the Reporting Person pursuant to the terms of the Employee Matters Agreement between the Issuer and YUM! Brands, Inc. dated as of October 31, 2016. Each Reported Award represents the conversion of an award previously granted to the Reporting Person by YUM! Brands, Inc. The Employee Matters Agreement was entered into in connection with the spin-off (the "Spin-Off") of the Issuer from YUM! Brands, Inc. The Reporting Person is also the beneficial owner of 500 shares of Common Stock, which shares were acquired by the Reporting Person pursuant to the Spin-Off in a transaction exempt from reporting pursuant to Rule 16a-9.