SEC Form 4 · accession 0001127602-16-061977

JOHNSON CONTROLS INC · JCI

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

Reporting owner

Brian J Cadwallader

Officer — VP, Secretary & Gen. Counsel

Period of report

Sep 2, 2016

Accepted (ET)

Sep 6, 2016 · 7:33 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 Stock	Sep 2, 2016	M	128	$0.00	A	16,824	D
Common Stock	Sep 2, 2016	D	128	$45.45	D	16,695	D
Common Stock	Sep 2, 2016	F	465	$45.45	D	16,230	D
Common Stock	Sep 2, 2016	M	103	$0.00	A	16,334	D
Common Stock	Sep 2, 2016	D	103	$48.90	D	16,230	D
Common Stock	Sep 2, 2016	M	1,010	$0.00	A	17,240	D
Common Stock	Sep 2, 2016	D	1,010	$48.90	D	16,230	D
Common Stock^F1	Sep 2, 2016	D	1,341	—	D	0	I	By 401(k) Plan Trustee
Common Stock^F2,F3,F1	Sep 2, 2016	D	16,230	—	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 Plan^F4,F5	—	Sep 2, 2016	M	128	D	—	—	Common Stock	128	52,529	D
Phantom Stock Units - Restricted Stock Plan^F4,F5	—	Sep 2, 2016	M	103	D	—	—	Common Stock	103	52,425	D
Phantom Stock Units - Annual Incentive Plan^F4,F6,F7	—	Sep 2, 2016	M	1,010	D	—	—	Common Stock	1,010	0	D
Phantom Stock Units - Restricted Stock Plan^F4,F5,F8	—	Sep 2, 2016	D	52,425	D	—	—	Common Stock	52,425	0	D
Employee Stock Option (Right to Buy)^F10,F9	$43.86	Sep 2, 2016	D	40,836	D	Oct 7, 2017	Oct 7, 2025	Common Stock	40,836	0	D
Employee Stock Option (Right to Buy)^F10,F9	$50.23	Sep 2, 2016	D	30,566	D	Nov 18, 2016	Nov 18, 2024	Common Stock	30,566	0	D
Employee Stock Option (Right to Buy)^F10	$48.37	Sep 2, 2016	D	14,455	D	Nov 19, 2015	Nov 19, 2023	Common Stock	14,455	0	D
Employee Stock Option (Right to Buy)^F10	$30.54	Sep 2, 2016	D	12,000	D	Oct 1, 2012	Oct 1, 2020	Common Stock	12,000	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").
F10The 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.
F2Includes 425.386 shares acquired via dividend reinvestment on January 5, April 4, July 5 and August 19, 2016 at prices ranging from $38.58 to $45.03 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 and settle 100% in cash upon the reporting person's termination or retirement, subject to vesting requirements.
F6The phantom stock units accrued under the Johnson Controls Annual Incentive Plan and settled 100% in cash.
F7Includes 54.203 units acquired via dividend reinvestment on October 4, 2014, January 5, April 2, July 2, October 2, 2015, January 5, April 4, July 5 and August 19, 2016 at prices ranging from $38.58 to $50.16 per unit.
F8Includes 1,597.045 units acquired via dividend reinvestment on January 5, April 4, July 5 and August 19, 2016 at prices ranging from $38.58 to $45.03 per unit.
F9Fifty percent of the options become exercisable two years after the grant date; the remaining 50%, three years after the grant date.