SEC Form 4 · accession 0000320193-18-000131
Apple Inc. · AAPL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey E Williams
Officer — COO
Period of report
Oct 1, 2018
Accepted (ET)
Oct 3, 2018 · 6:34 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000320193
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Oct 1, 2018 | M | 130,528 | — | A | 238,613 | D | |
| Common StockF2 | Oct 1, 2018 | F | 68,530 | $227.26 | D | 170,083 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF1,F3,F4,F5,F6 | — | Oct 1, 2018 | M | 130,528 | D | — | — | Common Stock | 130,528 | 0 | D |
Explanation of responses
- F1Each restricted stock unit represents the right to receive, at settlement, one share of common stock. This transaction represents the settlement of restricted stock units in shares of common stock on their scheduled vesting date.
- F2Shares withheld by Apple to satisfy tax withholding requirements on vesting of restricted stock units. No shares were sold.
- F3Vesting of these restricted stock units depends on Apple Inc.'s relative total shareholder return from September 27, 2015 through September 29, 2018. The "target" number of restricted stock units is reported. Between 0% and 200% of the target number of units may vest on October 1, 2018, with the vesting percentage determined based on actual performance.
- F4TSR is calculated based on the change in a company's stock price during the three-year period, taking into account any dividends paid during that period, which are assumed to be reinvested in the stock. In accordance with the terms of the award, the beginning value used for calculating TSR is the average closing stock price for the 20 trading days prior to September 27, 2015. Apple's beginning value was calculated to be $113.15. Similarly, the ending value used for calculating TSR is the average closing price for the 20 trading days ending on September 29, 2018. Apple's ending value was calculated to be $234.62 (adjusted for dividends).
- F5This award provided that if Apple's relative TSR performance is ranked at or above the 85th percentile for companies in the S&P 500 for the performance period, 200% of the target number of RSUs vest. If Apple's performance is ranked at or above the 55th percentile, 100% of the target number of RSUs vest. If Apple's performance is ranked at or above the 25th percentile, 25% of the target number of RSUs vest, and if Apple's performance is ranked below the 25th percentile, 0% of the target number of RSUs vest. If Apple's performance is between these levels, the portion of the RSUs that vest is determined on a straight-line basis (i.e., linearly interpolated) between the two nearest vesting percentages.
- F6Apple's TSR for the three-year period was 107.36%, which ranked 51 of the 454 companies that were included in the S&P 500 for the period and placed Apple in the 89th percentile. Therefore, 130,528 RSUs subject to performance requirements vested.