SEC Form 4 · accession 0001179110-16-032247
CUBIC CORP /DE/ · CUB
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Walter C Zable
Officer — Chairman of the Board
Period of report
Nov 10, 2016
Accepted (ET)
Nov 30, 2016 · 6:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000026076
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Nov 28, 2016 | G | 10,368 | — | D | 1,766,110 | I | The Walter C. Zable Trust U/A/D 2/7/06 |
| Common StockF3 | holding | — | — | — | 24,351 | I | W. Zable GST Trust | |
| Common StockF4 | holding | — | — | — | 164,229 | I | Trusts for Reporting Person's Children |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF5,F6 | — | Nov 28, 2016 | A | 1,629 | A | — | — | Common Stock | 1,629 | 1,629 | D |
Explanation of responses
- F1Transfer of shares to The Walter C. and Stefanie A. Zable Family Foundation, a charitable trust for which the Reporting Person is Trustee with voting and investment power, but no pecuniary interest.
- F2The Walter C. Zable Trust U/A/D for which the Reporting Person is sole trustee.
- F3Zable GST Trust FBO Walter C. Zable dtd 9/18/78 and restated 6/12/07, for which Reporting Person is sole trustee.
- F4The reported securities are held in 3 trusts for the Reporting Person's children, for which Reporting Person is sole trustee.
- F5Each restricted stock unit ("RSU") represents a contingent right to receive one share of CUB common stock.
- F6The time-based RSUs vest in two equal installments on each of October 1, 2017 and 2018, subject to the Reporting Person's continued service as a director with CUB through such date. Dividend equivalent rights accrue with respect to the RSUs when and as dividends are paid on CUB common stock and vest proportionately with the RSUs to which they relate. Vested shares and accrued dividends will be delivered to the reporting person following each vesting date.