SEC Form 4/A · accession 0000899243-18-022291
Perspecta Inc. · PRSP
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
James Lawrence Gallagher
Officer — General Counsel & Secretary
Period of report
May 31, 2018
Accepted (ET)
Aug 14, 2018 · 4:30 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,F4 | May 31, 2018 | A | 1,122 | $0.00 | A | 1,258 | D | |
| Common StockF4 | May 31, 2018 | F | 110 | $21.97 | D | 1,148 | 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)F5,F6 | $16.62 | May 31, 2018 | A | 8,006 | A | May 31, 2018 | Dec 9, 2022 | Common Stock | 8,006 | 8,006 | D |
| Options (right to buy)F5,F6 | $11.88 | May 31, 2018 | A | 4,736 | A | May 31, 2018 | Dec 8, 2023 | Common Stock | 4,736 | 4,736 | 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 equal installments starting on May 31, 2019.
- F3This Form 4 is being amended to correct a rounding error in the calculation of the conversion of DXC RSUs into Perspecta RSUs.
- F4Amount reported includes unvested RSUs.
- F5This Form 4 is being amended to correct a rounding error in the calculation of the conversion of DXC Options into Perspecta Options.
- F6Options 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 one share of common stock of Perspecta on the same terms and conditions that were in effect immediately prior to the consummation of the Spin-Off.