SEC Form 4 · accession 0001127602-15-008130
AES CORP · AES
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andres Gluski
Officer — President and CEO · Director
Period of report
Feb 20, 2015
Accepted (ET)
Feb 24, 2015 · 8:35 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000874761
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 20, 2015 | A | 75,600 | — | A | 544,244 | D | |
| Common StockF2 | Feb 20, 2015 | F | 38,481 | $11.89 | D | 505,763 | D | |
| Common StockF3 | Feb 20, 2015 | A | 100,740 | — | A | 606,503 | D | |
| Common StockF4 | Feb 21, 2015 | F | 12,012 | $11.89 | D | 594,491 | D | |
| Common StockF5 | Feb 23, 2015 | F | 11,618 | $11.86 | D | 582,873 | D | |
| Common StockF6 | Feb 24, 2015 | F | 7,508 | $11.64 | D | 575,365 | D | |
| Common StockF7 | holding | — | — | — | 21,367 | I | By 401(k) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F8 | $11.89 | Feb 20, 2015 | A | 748,625 | A | — | Feb 20, 2025 | Common Stock | 748,625 | 748,625 | D |
| UnitsF9 | — | Feb 20, 2015 | A | 14,693 | A | — | — | Common Stock | 14,693 | 86,217 | D |
Explanation of responses
- F1This Performance Stock Unit ("PSU") was granted on February 17, 2012 pursuant to The AES Corporation 2003 Long Term Compensation Plan. After the prescribed three year vesting period, the AES Board of Directors approved the performance value for the grant. Each earned PSU entitles the holder to one share of AES Common Stock.
- F2Reflects tax withholding in connection with the vesting and settlement of earned PSUs granted in February 2012.
- F3This Restricted Stock Unit ("RSU") award was granted pursuant to The AES Corporation 2003 Long Term Compensation Plan and will vest in three equal annual installments beginning on February 20, 2016, if certain continuing employment conditions are satisfied. If such conditions are satisfied, each RSU entitles the holder to one share of AES Common Stock.
- F4Reflects tax withholding in connection with the vesting and settlement of one third of the RSUs granted in February 2014.
- F5Reflects tax withholding in connection with the vesting and settlement of one third of the RSUs granted in February 2013.
- F6Reflects tax withholding in connection with the vesting and settlement of one third of the RSUs granted in February 2012.
- F7This includes a 3% (of base salary) discretionary retirement savings award granted pursuant to the AES Retirement Savings Plan (the "Plan") as determined by The AES Corporation Board of Directors on February 20, 2015 subject to IRS contribution limits. The closing stock price on February 20, 2015 was used to determine the number of shares awarded. In the aggregate between October 2, 2014 and February 20, 2015, this reporting person acquired 1,093 shares of AES Common Stock under the Plan, which are included in this amount. This information is based on a plan statement dated February 20, 2015.
- F8This stock option award was granted pursuant to The AES Corporation 2003 Long Term Compensation Plan. This award will vest in three equal annual installments such that one third will vest on February 20, 2016, one third will vest on February 20, 2017 and the remaining third will vest on February 20, 2018.
- F9These units were awarded pursuant to the Restoration Supplemental Retirement Plan (the "Restoration Plan"). Generally, units under the Restoration Plan shall be paid out in cash following termination of employment or later as per the terms of the Restoration Plan document. Each unit represents a hypothetical AES investment equal to one share of AES Common Stock and units under the Restoration Plan are 100% vested upon award.