SEC Form 4 · accession 0001545711-16-000032
INTERPUBLIC GROUP OF COMPANIES, INC. · IPG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Frank Mergenthaler
Officer — EVP & CFO
Period of report
Feb 29, 2016
Accepted (ET)
Mar 2, 2016 · 8:05 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000051644
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 29, 2016 | A | 28,995 | $21.555 | A | 340,536 | D | |
| Common StockF3,F2 | Feb 29, 2016 | A | 34,794 | $21.555 | A | 375,330 | D | |
| Common StockF4,F2 | Feb 29, 2016 | A | 86,260 | $21.555 | A | 461,590 | D | |
| Common StockF5,F2 | Feb 29, 2016 | A | 38,230 | $21.56 | A | 499,820 | D | |
| Common StockF6,F2 | Feb 29, 2016 | F | 18,356 | $21.56 | D | 481,464 | D | |
| Common StockF6,F2 | Feb 29, 2016 | F | 44,728 | $21.555 | D | 436,736 | D | |
| Common StockF7,F2 | Mar 1, 2016 | M | 115,540 | $8.655 | A | 552,276 | D | |
| Common StockF7,F8,F2 | Mar 1, 2016 | S | 115,540 | $21.5768 | D | 436,736 | D | |
| Common StockF9,F10,F2 | Mar 1, 2016 | S | 61,406 | $21.5778 | D | 375,690 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options | $8.655 | Mar 1, 2016 | M | 115,540 | D | Jun 15, 2010 | Jun 15, 2016 | Common Stock | 115,540 | 0 | D |
Explanation of responses
- F1Restricted shares that will vest on February 28, 2019.
- F10Reflects average price of multiple sales on March 1, 2016 ranging from $21.37-$21.72. Mr. Mergenthaler undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
- F2Includes restricted shares that are subject to forfeiture under certain circumstances.
- F3Restricted shares that will vest on February 28, 2018.
- F4Performance based shares, awarded to Mr. Mergenthaler on February 29, 2016 after achieving specific performance goals and vesting over the 2013-2016 period.
- F5Performance based cash, paid in shares, awarded to Mr. Merganthaler on February 29, 2016 after achieving specific performance goals and vesting over the 2013-2016 period.
- F6This is not an open market sale, rather it represents a surrender of shares to the company to satisfy withholding tax obligations.
- F7Involves the exercise of 115,540 options which were set to expire on June 15, 2016 and subsequent sale of the underlying shares.
- F8Reflects average price of multiple sales on March 1 2016 ranging from $21.15-$21.72. Mr. Mergenthaler undertakes to provide upon request by the Commission Staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
- F9Open market sale.