SEC Form 4 · accession 0001127602-16-061975
JOHNSON CONTROLS INC · JCI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael K Bartschat
Officer — VP & Chief Procurement Officer
Period of report
Sep 2, 2016
Accepted (ET)
Sep 6, 2016 · 7:29 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000053669
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Sep 2, 2016 | D | 8,806 | — | D | 0 | I | By Spouse as Trustee |
| Common Stock | Sep 2, 2016 | M | 226 | $0.00 | A | 23,835 | D | |
| Common Stock | Sep 2, 2016 | F | 819 | $45.45 | D | 23,016 | D | |
| Common Stock | Sep 2, 2016 | D | 226 | $45.45 | D | 22,790 | D | |
| Common StockF2,F3,F1 | Sep 2, 2016 | D | 22,790 | — | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Phantom Stock Units - Restricted Stock PlanF4,F5 | — | Sep 2, 2016 | M | 226 | D | — | — | Common Stock | 226 | 0 | D |
| Employee Stock Option (Right to Buy)F6 | $28.54 | Sep 2, 2016 | D | 6,250 | D | Oct 7, 2013 | Oct 7, 2021 | Common Stock | 6,250 | 0 | D |
| Employee Stock Option (Right to Buy)F6 | $27.85 | Sep 2, 2016 | D | 10,750 | D | Oct 5, 2014 | Oct 5, 2022 | Common Stock | 10,750 | 0 | D |
| Employee Stock Option (Right to Buy)F6 | $48.37 | Sep 2, 2016 | D | 11,428 | D | Nov 19, 2015 | Nov 19, 2023 | Common Stock | 11,428 | 0 | D |
| Employee Stock Option (Right to Buy)F6,F7 | $50.23 | Sep 2, 2016 | D | 9,652 | D | Nov 18, 2016 | Nov 18, 2024 | Common Stock | 9,652 | 0 | D |
| Employee Stock Option (Right to Buy)F6,F7 | $43.86 | Sep 2, 2016 | D | 11,634 | D | Oct 7, 2017 | Oct 7, 2025 | Common Stock | 11,634 | 0 | D |
Explanation of responses
- F1Each share of Johnson Controls, Inc. ("Johnson Controls") was converted into 0.8357 ordinary shares of Johnson Controls International plc (formerly Tyco International plc) ("JCI plc") and $5.7293 in cash in connection with the closing of the merger between Johnson Controls and JCI plc (the "merger").
- F2Includes 628.739 shares acquired via dividend reinvestment on October 2, 2015, January 5, April 4, July 5 and August 19, 2016 at prices ranging from $39.08 to $50.39 per share.
- F3The balance includes unvested restricted stock units and dividend equivalents that were converted into an equivalent number of restricted stock units in JCI plc in connection with the closing of the merger.
- F4Each unit of phantom stock is the economic equivalent of one share of Johnson Controls common stock.
- F5The phantom stock units accrue under the Johnson Controls Restricted Stock Plan. The balance includes dividend equivalent units that settle 100% in cash and relate to unvested restricted stock awards.
- F6The options were converted into an equivalent number of options with respect to JCI plc at the same exercise price in connection with the closing of the merger.
- F7Fifty percent of the options become exercisable two years after the grant date; the remaining 50%, three years after the grant date.