SEC Form 4 · accession 0000874501-17-000028
OCTAVE SPECIALTY GROUP INC · OSG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Francis Reilly
Officer — Senior Managing Director
Period of report
Mar 2, 2017
Accepted (ET)
Mar 6, 2017 · 4:37 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000874501
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 2, 2017 | M | 106 | $22.35 | A | 2,952 | D | |
| Common StockF1 | Mar 2, 2017 | F | 106 | $22.35 | D | 2,846 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred Share UnitsF4,F2,F3 | — | Mar 2, 2017 | A | 2,517 | A | — | — | Common Stock | 2,517 | 2,517 | D |
| Deferred Share UnitsF2,F1 | — | Mar 2, 2017 | M | 106 | D | — | — | Common Stock | 106 | 2,411 | D |
Explanation of responses
- F1On March 2, 2017, the Grant Date, 106 deferred share units ("DSUs") vested, were converted into shares of common stock and withheld by Ambac Financial Group, Inc. (the "Company") to satisfy certain tax withholding obligations.
- F2Each DSU represents a contingent right to receive one share of the Company's common stock.
- F3The DSUs shall vest immediately and shall settle and convert into shares of common stock as follows: 50% of the DSUs shall settle and convert into shares of common stock on March 2, 2018, and the remaining 50% of the DSUs shall settle and convert into shares of common stock on March 2, 2019; provided however, that if the reporting person's employment with the Company is terminated for any reason, all of the DSUs will settle and convert into shares of common stock immediately. Notwithstanding the foregoing, a number of vested DSUs sufficient to satisfy certain tax withholding obligations imposed upon the Company may be converted into shares of common stock and withheld by the Company to satisfy such tax withholding obligations.
- F4The DSUs were awarded under the Company's 2013 Incentive Compensation Plan. The number of DSUs granted was calculated based on the closing price of the Company's common stock on March 2, 2017.