SEC Form 4 · accession 0001140361-15-020942
SOTHEBYS · BID
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Domenico De Sole
Officer — Chairman of the Board · Director
Period of report
May 15, 2015
Accepted (ET)
May 19, 2015 · 5:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000823094
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred Stock UnitsF2,F4,F1,F3 | — | May 15, 2015 | A | 455 | A | — | — | Common Stock | 455 | 2,130 | D |
| Dividend Equivalent RightsF6,F4,F5 | — | May 15, 2015 | A | 6 | A | — | — | Common Stock | 6 | 45 | D |
| Deferred Stock UnitsF7,F4,F1,F3 | — | May 15, 2015 | A | 417 | A | — | — | Common Stock | 417 | 2,547 | D |
| Dividend Equivalent RightsF8,F4,F5 | — | May 15, 2015 | A | 6 | A | — | — | Common Stock | 6 | 51 | D |
| Deferred Stock UnitsF4,F1,F3 | — | May 15, 2015 | A | 1,401 | A | — | — | Common Stock | 1,401 | 3,948 | D |
Explanation of responses
- F1One for One
- F2Share catch-up issuance for Deferred Stock Units that would have been issued on November 15, 2014 but for a reserved share shortfall now eliminated by shareholder approval of additional Plan shares.
- F3The deferred stock units were accrued under the Sotheby's 1998 Stock Compensation Plan for Non-Employee Directors (as amended and restated, the "Plan") as a result of a partial or full deferral election with respect to stock compensation paid under the Plan. These units will be settled 100% in Sotheby's Common Stock (except that fractional shares, if any, will be settled in cash) after the reporting person's termination of service on the Sotheby's Board.
- F4Not Applicable
- F5The Dividend Equivalent Rights have accrued under the Sotheby's 1998 Stock Compensation Plan for Non-Employee Directors (as amended and restated, the "Plan") with respect to Deferred Stock Units received by the reporting person under the Plan. The Deferred Stock Units and the Dividend Equivalent Rights will be settled 100% in Sotheby's Common Stock (except that fractional shares, if any, will be settled in cash) after the reporting person's termination of service on the Sotheby's Board.
- F6Share catch-up issuance for Dividend Equivalent Rights that would have been issued on December 15, 2014 (issuer dividend payment date) but for a reserved share shortfall now eliminated by shareholder approval of additional Plan shares.
- F7Share catch-up issuance for Deferred Stock Units that would have been issued on February 15, 2015 but for a reserved share shortfall now eliminated by shareholder approval of additional Plan shares.
- F8Share catch-up issuance for Dividend Equivalent Rights that would have been issued on March 15, 2015 (issuer dividend payment date) but for a reserved share shortfall now eliminated by shareholder approval of additional Plan shares.