SEC Form 4 · accession 0000085408-18-000082
ROWAN COMPANIES PLC · RDC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Charles L Szews
Director
Period of report
May 24, 2018
Accepted (ET)
May 29, 2018 · 6:01 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000085408
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Ordinary SharesF1 | May 24, 2018 | M | 15,111 | $0.00 | A | 15,111 | D | |
| Class A Ordinary SharesF2,F3 | May 24, 2018 | F | 786 | $15.92 | D | 14,325 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share UnitsF4,F5 | — | May 24, 2018 | M | 15,111 | D | — | — | Class A Ordinary Shares | 15,111 | 0 | D |
| Restricted Share UnitsF4,F5 | — | May 25, 2018 | A | 13,080 | A | — | — | Class A Ordinary Shares | 13,080 | 13,080 | D |
Explanation of responses
- F1Restricted share units converted into Class A Ordinary Shares on a one-to-one basis pursuant to the election of the compensation committee of the board of directors of Rowan Companies plc.
- F2These shares were surrendered for tax payment upon vesting of restricted share units on May 24, 2018.
- F3Sales price is the fair market value on Thursday, May 24, 2018.
- F4Each restricted share unit represents a contingent right to receive cash, one Class A Ordinary Share of Rowan Companies plc, or a combination thereof, at the discretion of the compensation committee of the board of directors of Rowan Companies plc.
- F5Each restricted share unit vests on the earlier of the first anniversary of the date of the grant or the date of the next annual general meeting of shareholders of Rowan Companies plc. Each restricted share unit settles upon vesting. Each restricted share unit settles in cash, Class A Ordinary Shares of Rowan Companies plc, or a combination thereof, at the discretion of the compensation committee of the board of directors of Rowan Companies plc.