SEC Form 4 · accession 0001209191-18-017165

FORD MOTOR CO · F

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

William Clay Ford Jr.

Officer — Exec. Chairman and Chairman · Director

Period of report

Mar 2, 2018

Accepted (ET)

Mar 6, 2018 · 3:17 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000037996

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock, $0.01 par value^F1	Mar 2, 2018	M	67,120	—	A	251,236	D
Common Stock, $0.01 par value	Mar 2, 2018	F	156,563	$10.40	D	94,673	D
Common Stock, $0.01 par value	Mar 2, 2018	M	1,474,367	$2.84	A	1,569,040	D
Common Stock, $0.01 par value^F4	Mar 2, 2018	S	454,260	$10.3168	D	1,114,780	D
Common Stock, $0.01 par value^F1	Mar 3, 2018	M	51,791	—	A	1,166,571	D
Common Stock, $0.01 par value^F1	Mar 4, 2018	M	37,118	—	A	1,203,689	D
Common Stock, $0.01 par value^F5	Mar 4, 2018	A	203,056	—	A	1,406,745	D
Common Stock, $0.01 par value	holding	—	—		—	124,482	I	By Company Plan

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Ford Stock Units^F1	—	Mar 4, 2018	M	37,118	D	—	—	Common Stock, $0.01 par value	37,118	0	D
Ford Stock Units^F1	—	Mar 3, 2018	M	51,791	D	—	—	Common Stock, $0.01 par value	51,791	53,361	D
Ford Stock Units^F1	—	Mar 2, 2018	M	67,120	D	—	—	Common Stock, $0.01 par value	67,120	136,276	D
Ford Stock Units^F6	—	Mar 2, 2018	A	396,153	A	—	—	Common Stock, $0.01 par value	396,153	396,153	D
Employee Stock Option (Right to Buy)^F3	$2.84	Mar 2, 2018	M	1,474,367	D	—	—	Common Stock, $0.01 par value	1,474,367	0	D

Explanation of responses

F1The reported transaction involved the conversion, without payment by me, of Ford Stock Units into shares of Common Stock under the Company's Long-Term Incentive Plan.
F2These shares were withheld by the Company to cover my income tax liability relating to March 2, 2018, March 3, 2018, and March 4, 2018 vesting of awards of Common Stock under the Company's Long-Term Incentive Plan. The amount withheld for taxes for each award was determined using the closing price of Ford stock on March 2, 2018.
F3This option became exercisable to the extent of 33% of the shares optioned as of August 5, 2010, 66% of the shares optioned after two years from the date of grant (03/27/2009), and in full after three years from the date of grant (03/27/2009).
F4The price shown is the weighted average sales price for the reported transaction. The range of prices at which common stock was sold for the reported transaction was $10.22 to $10.39. A breakdown of each transaction will be provided upon request.
F5These shares were acquired under the Company's Long-Term Incentive Plan without payment by me and are a final award related to a 2015 performance-based restricted stock unit opportunity.
F6These Ford Restricted Stock Units were acquired under the Company's Long-Term Incentive Plan without payment by me. These Ford Restricted Stock Units will be converted and distributed to me, without payment, in shares of Common Stock to the extent of 33% after one year from the date of grant (03/02/2018), 66% after two years, and in full after three years.