SEC Form 4 · accession 0001209191-17-004077
ROWAN COMPANIES PLC · RDC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Ordinary SharesF1,F2,F3 | Jan 13, 2017 | F | 18,221 | $19.91 | D | 75,999 | D |
Table II — derivative securities
Explanation of responses
- F1These shares were surrendered to the Company's employee benefit trust in payment of a tax liability due to the vesting of 60,263 restricted share units (RSUs). Such RSUs vested on January 13, 2017 upon the reporting person's retirement from the Company.
- F2Sales price is the fair market value share price on January 14, 2017.
- F3On January 13, 2017, in connection with the retirement of the reporting person from the Company, the restrictions on all unvested RSUs granted to the reporting person lapsed.
Remarks
Reporting person holds 19,554 vested Share Appreciation Rights (SARs) granted in 2013 with an exercise price of $34.35. Such SARs must be exercised on or before the earlier of (i) their original expiration date and (ii) the fifth anniversary of the Effective Date of the reporting person's release agreement. In addition, Reporting person holds 4,539 Performance Units (PUs) granted in 2014, 4,695 PUs granted in 2015 and 4,696 PUs granted in 2016. Such PUs will continue to be paid (in cash or in the case of PUs granted in 2016, in cash or shares) upon the original vesting dates, as per their terms based on the Company's relative total shareholder return, and when and as paid to other executives.