SEC Form 4 · accession 0000085961-17-000020
RYDER SYSTEM INC · R
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Art A Garcia
Officer — EVP & Chief Financial Officer
Period of report
Feb 10, 2017
Accepted (ET)
Feb 14, 2017 · 8:44 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000085961
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| common stock | Feb 10, 2017 | M | 2,563 | $0.00 | A | 12,553 | D | |
| common stock | Feb 10, 2017 | F | 358 | $76.49 | D | 12,194 | D | |
| common stock | holding | — | — | — | 2,585 | I | By Ryder Employee Savings Plan | |
| common stockF2 | holding | — | — | — | 526 | I | By Ryder Deferred Compensation Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance-Based Restricted Stock RightsF3,F4 | $0.00 | Feb 10, 2017 | M | 3,171 | D | — | — | common stock | 0 | 0 | D |
| Stock Option (right to buy)F5 | $76.49 | Feb 10, 2017 | A | 30,555 | A | — | Feb 9, 2027 | common stock | 30,555 | 30,555 | D |
| Performance-Based Restricted Stock RightsF6,F7,F8 | $0.00 | Feb 10, 2017 | A | 9,415 | A | — | — | common stock | 9,415 | 9,415 | D |
Explanation of responses
- F1Represents shares of common stock withheld by the Company for the payment of taxes due upon the vesting of restricted stock rights granted to the reporting person on February 7, 2014.
- F2The shares reported in Column 5 have been adjusted to correct the overreporting of shares due to a clerical error in the reporting person's Form 4 filed on November 16, 2016.
- F3With respect to the performance-based restricted stock rights (PBRSRs) for the first, second and third performance periods, 1,205 shares, 660 shares and 698 shares were earned, respectively.
- F4The performance cycle for the PBRSRs was segmented into three performance periods. The performance cycle ended on December 31, 2016. The PBRSRs earned for each performance period vested upon Board approval on February 10, 2017.
- F5The stock options vest in three equal installments on February 10, 2018, February 10, 2019 and February 10, 2020.
- F6The PBRSRs represent a contingent right to receive that number of shares of Ryder common stock equal to a maximum of 125% of the number of PBRSRs granted based on the Company achieving certain threshold, target or maximum performance goals.
- F7This amount represents the number of shares that will be earned assuming target performance levels.
- F8The performance cycle for one half of the PBRSRs is segmented into three performance periods of one, two and three years. The performance period for the other half is segmented into three equal one-year performance periods. The performance cycle ends on December 31, 2019. PBRSRs that do not vest will be cancelled.