SEC Form 4 · accession 0001562180-17-000556
PITNEY BOWES INC /DE/ · PBI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Marc Bradley Lautenbach
Officer — President and CEO
Period of report
Feb 6, 2017
Accepted (ET)
Feb 8, 2017 · 1:30 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000078814
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 7, 2017 | M | 117,083 | $0.00 | D | 203,596 | D | |
| Common Stock | Feb 7, 2017 | F | 46,354 | $13.17 | D | 157,242 | D | |
| Common Stock | holding | — | — | — | 80,937 | I | By GRAT | |
| Common Stock | holding | — | — | — | 3,514 | I | DSP |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | — | Feb 6, 2017 | A | 83,587 | A | — | — | Common Stock | 83,587 | 262,181 | D |
| Performance Stock UnitsF3,F4 | — | Feb 6, 2017 | A | 250,760 | A | — | — | Common Stock | 250,760 | 602,223 | D |
| Stock OptionF5 | — | Feb 6, 2017 | A | 550,000 | A | Feb 6, 2018 | Feb 6, 2027 | Common Stock | 550,000 | 1,938,693 | D |
| Restricted Stock UnitF6 | $0.00 | Feb 7, 2017 | M | 28,881 | D | Feb 7, 2017 | — | Common Stock | 28,881 | 0 | D |
| Restricted Stock UnitF7 | $0.00 | Feb 7, 2017 | M | 17,951 | D | Feb 7, 2017 | — | Common Stock | 17,951 | 0 | D |
| Performance Stock UnitsF8 | $0.00 | Feb 7, 2017 | M | 70,251 | D | Feb 7, 2017 | — | Common Stock | 70,251 | 0 | D |
Explanation of responses
- F1Each unit represents a contingent right to receive one share of Pitney Bowes common stock.
- F2Each unit represents a contingent right to receive one share of Pitney Bowes common stock that will vest over a three year period on the second Tuesday in February.
- F3Each performance stock unit represents a contingent right to receive Pitney Bowes common stock based upon pre-determined performance factors.
- F4The performance stock units (PSUs) represent a contingent right to receive Pitney Bowes common stock with a 3 year cliff vesting. The shares that will vest are based on the pre-established performance standards set by the Board upon making each award, and could result in more of less shares being issued at the time of the vesting due to the pre-established performance standards. Depending on financial performance, the resulting number of shares released can range from zero to a maximum of 200% of grant.
- F5The grant price for the stock option was calculated at 100% of the closing price on February 6, 2017 which was $13.16.
- F6The final vesting of the four traunches vested.
- F7The final vesting of the three traunches vested.
- F8Vesting of performance awards due to the pre-established performance standards being met.