SEC Form 4 · accession 0001140361-15-010949
ACCURIDE CORP · ACW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard F Dauch
Officer — President & CEO · Director
Period of report
Mar 5, 2015
Accepted (ET)
Mar 9, 2015 · 4:23 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000817979
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 5, 2015 | M | 7,732 | $0.00 | A | 90,740 | D | |
| Common Stock | Mar 5, 2015 | F | 2,601 | $4.97 | D | 88,139 | D | |
| Common StockF1 | Mar 5, 2015 | M | 22,275 | $0.00 | A | 110,414 | D | |
| Common Stock | Mar 5, 2015 | F | 6,939 | $4.97 | D | 103,475 | D | |
| Common StockF1 | Mar 5, 2015 | M | 25,000 | $0.00 | A | 128,475 | D | |
| Common Stock | Mar 5, 2015 | F | 7,690 | $4.97 | D | 120,785 | D | |
| Common Stock | holding | — | — | — | 10,000 | I | By Spouse | |
| Common Stock | holding | — | — | — | 40,432 | I | Richard F. Dauch Revocable Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF5,F2 | — | Mar 5, 2015 | M | 7,732 | D | — | — | Common Stock | 7,732 | 50,276 | D |
| Restricted Stock UnitF3 | — | Mar 5, 2015 | M | 22,275 | D | — | — | Common Stock | 22,275 | 66,825 | D |
| Restricted Stock UnitF4 | — | Mar 5, 2015 | M | 25,000 | D | — | — | Common Stock | 25,000 | 100,000 | D |
Explanation of responses
- F1Shares were acquired upon the vesting and conversion of Restricted Stock Units, which were received as a grant for which no consideration was paid.
- F2Each Restricted Stock Unit ("RSU"), which was granted on 3/5/12, represents a contingent right to receive one share of Accuride common stock. 20% of the total number of RSU's granted vested on 3/5/13, 20% of the total number of RSU's granted vested on 3/5/14. 20% (or 19,336 shares) of the total number of RSU's granted vested on 3/5/15. Pursuant to the provisions of the Award Agreement relating to secion 162(m) of the tax code, 11,604 vested shares will be deferred indefinitely and 279 shares that would otherwise have been deferred were vested and withheld to cover medicare tax withholding obligations on the deferred shares. Subject to the recipient's continued service to the Company, the remaining 40% of the RSU's granted will vest on 3/5/16.
- F3Each Restricted Stock Unit ("RSU"), which was granted on 3/21/13, represents a contingent right to receive one share of Accuride common stock. 20% of the total number of RSU's granted vested on 3/5/14 and 20% of the total number of RSU's granted vested on 3/5/15. Subject to the recipient's continued service to the Company, 20% of the total number of RSU's granted will vest on 3/5/16 and the remaining 40% of the RSU's granted will vest on 3/5/17.
- F4Each Restricted Stock Unit ("RSU") which was granted on 3/22/14, represents a contingent right to receive one share of Accuride common stock. 20% of the total number of RSU's granted vested on 3/5/15. Subject to the recipient's continued service to the Company, 20% of the total number of RSU's granted will vest on 3/5/16, 20% of the total number of RSU's granted will vest on 3/5/17, and the remaining 40% of the RSU's granted will vest on 3/5/18.
- F5Includes 11,604 shares that have been indefinitely deferred pursuant to the terms of the Award Agreement relating to Section 162(m) of the tax code which vested on 3/5/15.