SEC Form 4 · accession 0000899243-18-015008
Perspecta Inc. · PRSP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
A later amendment supersedes this filing — read the amendment. The figures below are kept as originally reported (version chain, not an overwrite).
Reporting owner
James Lawrence Gallagher
Officer — General Counsel & Secretary
Period of report
May 31, 2018
Accepted (ET)
Jun 4, 2018 · 6:21 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001724670
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | May 31, 2018 | J | 136 | $0.00 | A | 136 | D | |
| Common StockF2,F3 | May 31, 2018 | A | 1,107 | $0.00 | A | 1,243 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Options (right to buy)F4 | $16.86 | May 31, 2018 | A | 7,893 | A | May 31, 2018 | Dec 9, 2022 | Common Stock | 7,893 | 7,893 | D |
| Options (right to buy)F4 | $12.05 | May 31, 2018 | A | 4,670 | A | May 31, 2018 | Dec 8, 2023 | Common Stock | 4,670 | 4,670 | D |
Explanation of responses
- F1DXC Technology Company ("DXC") stockholders of record on May 25, 2018 ("Record Date") received one share of Perspecta Inc. ("Perspecta") common stock for every two shares of DXC common stock held on the Record Date (the "Spin-Off"). The total direct beneficial ownership reflects the shares acquired by the reporting person from the pro rata distribution on May 31, 2018.
- F2Award of restricted stock units (RSUs). Time-vesting RSUs of DXC were converted into time-vesting RSUs of Perspecta. Each RSU entitles the reporting person to receive one share of common stock upon the vesting date. One third of the RSUs vested on May 31, 2018 and will settle on June 30, 2018, the remaining two-thirds will vest and settle annually in two equal installments starting on May 31, 2019.
- F3Amount reported includes unvested RSUs.
- F4Options were acquired of at the effective time of the Spin-Off by conversion of each option to purchase one share of common stock of DXC into an option to purchase the number of shares of common stock of Perspecta equal to the number of shares underlying the option divided by 0.2773 at an exercise price equal to the exercise price multiplied by 0.2773.