SEC Form 4 · accession 0001225208-16-038900
Johnson Controls International plc · JCI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Rajiv Gupta
Director
Period of report
Sep 2, 2016
Accepted (ET)
Sep 7, 2016 · 9:04 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000833444
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | Sep 2, 2016 | M | 15,083 | $0.00 | A | 35,223 | D |
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 | — | Sep 2, 2016 | M | 15,083 | D | — | — | Common Shares | 15,083 | 0 | D |
Explanation of responses
- F1Reflects ordinary shares delivered on conversion of deferred stock units ("DSUs") originally granted on multiple dates through September 2008. The number of ordinary shares reflects an adjustment for the 0.955-for-1 consolidation that applied to Tyco ordinary shares and equity awards immediately prior to the merger between Johnson Controls, Inc. and a subsidiary of Tyco International plc on September 2, 2016 (the "Merger").
- F2DSUs were issued under Tyco's 2004 Stock and Incentive Plan (the "Plan") at a value based on the closing price of Tyco common stock on the grant date. DSUs immediately vested upon grant date and accrued dividends while deferred. In connection with the Merger and pursuant to the terms of the DSUs, ordinary shares were delivered in respect of DSUs on a 1-for-1 basis.