SEC Form 4 · accession 0001120437-17-000045
ARRAY DIGITAL INFRASTRUCTURE, INC. · AD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jay Ellison
Officer — EVP-Operations
Period of report
Apr 3, 2017
Accepted (ET)
Apr 5, 2017 · 12:56 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000821130
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares | Apr 3, 2017 | M | 12,259 | $0.00 | A | 12,259 | D | |
| Common SharesF1 | Apr 3, 2017 | F | 3,812 | $37.33 | D | 8,447 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2 | $0.00 | Apr 3, 2017 | M | 12,259 | D | Apr 3, 2017 | Apr 3, 2017 | Common Shares | 12,259 | 12,259 | D |
| Performance Share UnitsF3 | — | Apr 3, 2017 | A | 9,925 | A | — | — | Common Shares | 9,925 | 9,925 | D |
| Restricted Stock UnitsF4 | $0.00 | Apr 3, 2017 | A | 19,850 | A | — | — | Common Shares | 19,850 | 19,850 | D |
Explanation of responses
- F1Delivery of Common Shares as settlement for taxes due in connection with restricted shares awarded under the United States Cellular Corporation Long-Term Incentive Plan.
- F2Vesting of restricted stock units that were awarded on 04/01/2013 under the United States Cellular Corporation Long-Term Incentive Plan.
- F3On April 3, 2017, the reporting person was granted an award based on the achievement of certain performance measures, except that such award provides that in no event shall the number of shares subject to the award be less than 50% of the target opportunity as of the grant date. Accordingly, the reporting person is reporting a stock award of 50% of the target opportunity as of the grant date. To the extent that the actual amount is determined to be greater than 50% of the target opportunity based on the final determination of the performance measures, the reporting person will file a Form 4 at such time to report the additional award above 50% of the target opportunity.
- F4These restricted stock units were awarded under the United States Cellular Corporation Long-Term Incentive Plan. These restricted stock units will vest on the third anniversary of the Transaction Date.