SEC Form 4 · accession 0000023082-17-000045
COMPUTER SCIENCES CORP · CSC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen Hilton
Officer — Exec VP & GM GIS
Period of report
Apr 1, 2017
Accepted (ET)
Apr 5, 2017 · 6:16 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000023082
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Apr 1, 2017 | D | 10,052 | $0.00 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Options (rights to buy)F2,F3 | $30.73 | Apr 1, 2017 | D | 147,820 | D | May 22, 2016 | May 22, 2025 | Common Stock | 147,820 | 0 | D |
| Options (rights to buy)F2,F4 | $49.24 | Apr 1, 2017 | D | 89,965 | D | May 27, 2017 | May 27, 2026 | Common Stock | 89,965 | 0 | D |
| Restricted Stock UnitsF5,F6 | $0.00 | Apr 1, 2017 | D | 4,852 | D | May 27, 2017 | — | Common Stock | 4,852 | 0 | D |
Explanation of responses
- F1Each share of Common Stock was disposed of at the effective time of the merger of Computer Sciences Corporation (the "Company") with and into New Everett Merger Sub, Inc. on April 1, 2017 (the "Merger") by conversion into one share of common stock of DXC Technology Company.
- F2Each Option was disposed of at the effective time of the Merger by conversion into one option to purchase one share of common stock of DXC Technology Company on the same terms and conditions that were in effect immediately prior to the consummation of the Merger.
- F3This option is exercisable in three equal annual installments beginning May 22, 2016.
- F4This option is exercisable in three equal annual installments beginning May 27, 2017.
- F5Restricted Stock Units (RSUs) were disposed of at the effective time of the Merger by conversion into restricted stock units of DXC Technology Company on the same terms and conditions that were in effect immediately prior to the consummation of the Merger.
- F6Each RSU granted as part of the Fiscal 2017 Retention Award entitles the reporting person to receive one share of common stock upon the vesting date. The RSUs vest on May 27, 2017.