SEC Form 4 · accession 0001545711-18-000009
INTERPUBLIC GROUP OF COMPANIES, INC. · IPG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Isor Roth
Officer — Chairman and CEO
Period of report
Feb 27, 2018
Accepted (ET)
Mar 1, 2018 · 8:12 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 27, 2018 | A | 260,619 | $24.17 | A | 920,414 | D | |
| Common StockF3,F2 | Feb 27, 2018 | F | 181,115 | $24.17 | D | 739,299 | D | |
| Common StockF4,F5,F2 | Feb 28, 2018 | S | 188,732 | $23.59 | D | 550,567 | D | |
| Common StockF6,F2 | Feb 28, 2018 | M | 78,231 | $9.9125 | A | 628,798 | D | |
| Common StockF6,F5,F2 | Feb 28, 2018 | M | 78,231 | $23.59 | D | 550,567 | D | |
| Common StockF7,F2 | Feb 28, 2018 | A | 148,054 | $23.64 | A | 698,621 | D | |
| Common StockF6,F2 | Mar 1, 2018 | M | 421,769 | $9.9125 | A | 1,120,390 | D | |
| Common StockF6,F8,F2 | Mar 1, 2018 | M | 421,769 | $22.94 | D | 698,621 | D | |
| Common StockF9 | holding | — | — | — | 500,000 | I | Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options | $9.9125 | Feb 28, 2018 | M | 78,231 | D | May 30, 2008 | May 30, 2018 | Common Stock | 78,231 | 0 | D |
| Stock Options | $9.9125 | Mar 1, 2018 | M | 421,769 | D | May 30, 2008 | May 30, 2018 | Common Stock | 421,769 | 0 | D |
Explanation of responses
- F1Performance based shares awarded to Mr. Roth on Feb 27 2018 after achieving specific performance goals and vesting over the 2015-2018 period.
- F2Includes restricted shares that are subject to forfeiture under certain circumstances.
- F3This is not an open market sale, rather it represents a surrender of shares to the company to satisfy withholding tax obligations.
- F4Open market sale.
- F5Reflects average price of multiple sales on Feb 28 2018 ranging from $23.40-$23.84. Mr. Roth 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.
- F6Involves the exercise of a total of 500,000 options which were set to expire on May 30, 2018 and subsequent sale of underlying options.
- F7Restricted shares that will vest on Feb 28 2021.
- F8Reflects average price of multiple sales on March 1 2018 ranging from $22.72-$23.21. Mr. Roth 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.
- F9Shares are held in the Michael I Roth 2015 GRAT.