SEC Form 4/A · accession 0000054441-15-000137
FURMANITE CORP · FRM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Joseph Ellsworth Milliron
Director · Other
Period of report
Nov 1, 2015
Accepted (ET)
Dec 2, 2015 · 8:23 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000054441
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stock | Nov 1, 2015 | M | 114,522 | $0.00 | A | 350,134 | D | |
| Common stock | Nov 1, 2015 | F | 31,321 | $6.95 | D | 318,813 | D | |
| Common stock | Nov 1, 2015 | G | 502 | $0.00 | D | 318,311 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted stock unitsF2,F1 | $0.00 | Nov 1, 2015 | A | 92,061 | A | Nov 1, 2015 | Nov 1, 2015 | Common stock | 92,061 | 114,522 | D |
| Restricted stock unitsF3,F1 | $0.00 | Nov 1, 2015 | M | 114,522 | D | Nov 1, 2015 | Nov 1, 2015 | Common stock | 114,522 | 0 | D |
Explanation of responses
- F1On vesting date, converted 1-for-1 into shares of common stock.
- F2Represents performance-based restricted stock units granted on various dates previously, which had not been reported on prior Form 4 filings as their vesting was contingent upon meeting certain performance-based requirements. Pursuant to the terms of a Separation Agreement between Furmanite Corporation and Mr. Milliron dated November 1, 2015, the original performance conditions associated with these units are no longer applicable.
- F3Represents restricted stock units that vested on November 1, 2015, pursuant to the terms of a Separation Agreement between Furmanite Corporation and Mr. Milliron dated November 1, 2015 in conjunction with his retirement from the roles of CEO and President.
Remarks
This Form 4/A amends and restates in its entirety the Reporting Person's Form 4 originally filed on November 4, 2015 in order to report shares that were withheld to satisfy withholding tax obligations associated with the vesting of the restricted stock units.