SEC Form 4 · accession 0000950142-18-000165
ADT Inc. · ADT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert M Dale
Officer — SVP, National Account Sales
Period of report
Jan 18, 2018
Accepted (ET)
Jan 22, 2018 · 9:41 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001703056
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3 | Jan 18, 2018 | A | 16,071 | $0.00 | A | 16,071 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionsF1,F2 | $14.00 | Jan 18, 2018 | A | 112,468 | A | — | Jan 18, 2028 | Stock Options | 112,468 | 112,468 | D |
| Stock OptionsF1,F2 | $14.00 | Jan 18, 2018 | A | 141,932 | A | — | Jan 18, 2028 | Stock Options | 141,932 | 141,932 | D |
| Stock OptionsF4 | $14.00 | Jan 18, 2018 | A | 59,086 | A | — | Jan 18, 2028 | Stock Options | 59,086 | 59,086 | D |
Explanation of responses
- F1On each of July 1, 2015, and August 11, 2016, the reporting person was granted Class B units in Prime Security Services TopCo Parent, L.P. (the "July 2015 Award" and the "August 2016 Award," respectively). On January 18, 2018, the reporting person was granted stock options under the ADT Inc. 2018 Omnibus Incentive Plan. The stock options reported in Table II vest in the same manner as of the "service tranche" of the July 2015 Award and the August 2016 Award, respectively (the "Top-Up Options"). (cont'd in FN 2)
- F2(cont'd from FN 1) Forty percent of the Top-Up Options reported in Table II for the July 2015 Award are vested and exercisable as of the date of grant and the remainder of the Top-Up Options reported in Table II will vest and become exercisable as to 20% on July 1, 2018, and the remainder on July 23, 2018, generally subject to the reporting person's continued employment through each such date. Twenty percent of the Top-Up Options reported in Table II for the August 2016 Award are vested and exercisable as of the date of grant and the remainder of the Top-Up Options reported in Table II will vest and become exercisable as to 20% on May 2, 2018, and the remainder on July 23, 2018, generally subject to the reporting person's continued employment through each such date.
- F3Each restricted stock unit ("RSU") was received as a grant under the ADT Inc. 2018 Omnibus Incentive Plan on January 18, 2018, for no consideration, and represents a contingent right to receive one share of ADT Inc. common stock upon vesting and settlement. The RSUs will "cliff vest" as to 100% of the RSUs on the third anniversary of the date of grant, generally subject to the reporting person's continued employment through such date.
- F4The reporting person was granted stock options on January 18, 2018, under the ADT Inc. 2018 Omnibus Incentive Plan. The stock options will "cliff vest" and become exercisable as to 100% of the stock options on the third anniversary of the date of grant, generally subject to the reporting person's continued employment through such date.