SEC Form 4 · accession 0001209191-16-152227
PHH CORP · PHH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Glen A. Messina
Officer — President and CEO · Director
Period of report
Nov 27, 2016
Accepted (ET)
Nov 28, 2016 · 6:57 pm EST
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 | Nov 27, 2016 | D | 32,162 | $14.85 | D | 333,536 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1As reported in the Form 4 filed on August 15, 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, 21,440 (40%) of the RSUs vested and settled in cash on May 27, 2015, and 32,162 (60%) of the RSUs vested on November 27, 2016, and are scheduled to settle in cash on December 2, 2016. The cash amount payable upon settlement of the 32,162 RSUs is $477,605.70.
- F2Includes 260,893 shares of common stock underlying unvested RSUs. Each RSU represents the right to receive one share of common stock upon vesting.