SEC Form 4 · accession 0000808450-18-000015
NAVISTAR INTERNATIONAL CORP · NAV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Walter G Borst
Officer — EVP & Chief Financial Officer
Period of report
Feb 10, 2018
Accepted (ET)
Feb 13, 2018 · 7:29 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000808450
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 10, 2018 | F | 11,075 | $40.46 | D | 110,894 | D | |
| Common StockF1 | Feb 11, 2018 | M | 9,487 | $0.00 | A | 120,381 | D | |
| Common Stock | Feb 11, 2018 | D | 9,487 | $40.46 | D | 110,894 | D | |
| Common StockF2 | Feb 11, 2018 | M | 11,384 | $0.00 | A | 122,278 | D | |
| Common Stock | Feb 11, 2018 | D | 11,384 | $40.46 | D | 110,894 | D | |
| Premium Share UnitsF3 | holding | — | — | — | 10,366 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance RightsF1 | $0.00 | Feb 11, 2018 | M | 9,487 | D | Feb 11, 2018 | Feb 11, 2018 | Common Stock | 9,487 | 0 | D |
| Performance RightsF2 | $0.00 | Feb 11, 2018 | M | 11,384 | D | Feb 11, 2018 | Feb 11, 2018 | Common Stock | 11,384 | 0 | D |
Explanation of responses
- F1On February 11, 2015, the reporting person was granted 18,974 performance units, with each unit representing the right to receive the cash equivalent of Navistar's common stock converted on a 1 to 1 basis, subject to Navistar's satisfaction of certain Revenue Growth performance conditions measured over a three year period. It was determined on December 12, 2017, that the performance conditions were partially met, resulting in the reporting person receiving 9,487 units. The units acquired continued to be subject to service vesting conditions and vested in full on 2/1l/2018.
- F2On February 11, 2015, the reporting person was granted 18,973 performance units, with each unit representing the right to receive the cash equivalent of Navistar's common stock converted on a 1 to 1 basis, subject to Navistar's satisfaction of certain EBIDTA Margin performance conditions measured over a three year period. It was determined on December 12, 2017, that the performance conditions were partially met, resulting in the reporting person receiving 11,384 units. The units acquired continued to be subject to service vesting conditions and vested in full on 2/11/2018.
- F3The premium share units were acquired under Navistar's Executive Stock Ownership Program. Each premium share unit represents one share of Navistar common stock.