SEC Form 4 · accession 0001209191-15-046084
PHH CORP · PHH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kathryn M Ruggieri
Officer — SVP and Chief HR Officer
Period of report
May 21, 2015
Accepted (ET)
May 22, 2015 · 4:01 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000077776
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | May 21, 2015 | D | 12,006 | $27.53 | D | 25,193 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1As reported in the Form 4 filed on August 18, 2014, previously reported shares of common stock underlying unvested restricted stock units ("RSUs") became subject to settlement solely in cash because of a change in control in accordance with the terms of the award. Settlement of any unvested portion of the RSUs occurs upon the earlier of (a) the reporting person's termination of employment (i) by PHH Corporation or its affiliates without cause (as defined under the terms of the award), (ii) due to the reporting person's resignation for good reason (as defined in the award), or (iii) due to the reporting person's retirement (as defined in the award), or (b) the applicable vesting dates of the underlying RSUs, in which case, 40% of the RSUs vested and settled in cash on May 21, 2015, and 60% of such RSUs are scheduled to vest and settle in cash on November 21, 2016. The cash amount payable upon settlement of the 12,006 RSUs is $330,525.18.
- F2Includes 25,193 shares of PHH Corporation common stock underlying unvested RSUs. Each RSU represents the right to receive one share or the fair market value of one share of common stock upon vesting.