SEC Form 4 · accession 0001209191-15-018554
GOODYEAR TIRE & RUBBER CO /OH/ · GT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen R McClellan
Officer — Pres., North America
Period of report
Feb 23, 2015
Accepted (ET)
Feb 25, 2015 · 4:37 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000042582
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 23, 2015 | A | 6,749 | $0.00 | A | 62,821 | D | |
| Common Stock | Feb 23, 2015 | F | 2,235 | $27.16 | D | 60,586 | D | |
| Common StockF2 | holding | — | — | — | 932 | I | 401(k) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2008 Plan Restricted Stock UnitsF3 | — | Feb 23, 2015 | M | 6,749 | D | — | — | Common Stock | 6,749 | 0 | D |
| 2013 Plan Performance SharesF4 | — | Feb 23, 2015 | A | 15,648 | A | — | — | Common Stock | 15,648 | 15,648 | D |
| 2013 Plan OptionF5,F6 | $27.16 | Feb 23, 2015 | A | 55,725 | A | — | Feb 23, 2025 | Common Stock | 55,725 | 55,725 | D |
Explanation of responses
- F1Shares of common stock withheld by the issuer for the payment of withholding taxes.
- F2Total number of shares of common stock allocated to the account of the reporting person in a Trust established under Goodyear's Employee Savings Plan for Salaried Employees, 401(k) Plan, as of February 23, 2015 as reported by the Plan Trustee.
- F3This Form 4 reports the vesting and conversion of 33% of the Restricted Stock Units ("RSUs") granted in February 2010.
- F4Performance Share Unit grant under the 2013 Performance Plan, contingently payable (to the extent earned) 100% in shares of common stock in February 2018. The number of Units paid, which can range from 0% to 200% of the Units reported on this Form 4, depends on the attainment of certain performance targets over a 3-year period ending December 31, 2017, and is subject to further increase or decrease of up to 20% based on the Company's total shareholder return vs. the S&P 500 over the 3-year period ending December 31, 2017.
- F5Non-Qualified Stock Option in respect of shares of common stock granted under the 2013 Performance Plan.
- F6The option vests and becomes exercisable in 25% increments over four years commencing one year after the date of grant.