SEC Form 4 · accession 0001127602-15-008133
AES CORP · AES
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas M. O'Flynn
Officer — EVP and CFO
Period of report
Feb 20, 2015
Accepted (ET)
Feb 24, 2015 · 8:37 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 | 33,642 | — | A | 114,537 | D | |
| Common StockF2 | Feb 21, 2015 | F | 2,452 | $11.89 | D | 112,085 | D | |
| Common StockF3 | Feb 23, 2015 | F | 3,444 | $11.86 | D | 108,641 | D | |
| Common StockF4 | holding | — | — | — | 6,185 | I | by 401(k) |
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)F5 | $11.89 | Feb 20, 2015 | A | 250,000 | A | — | Feb 20, 2025 | Common Stock | 250,000 | 250,000 | D |
| UnitsF6 | — | Feb 20, 2015 | A | 6,013 | A | — | — | Common Stock | 6,013 | 9,715 | D |
Explanation of responses
- F1This Restricted Stock Unit award ("RSU") 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 for each RSU granted.
- F2Reflects tax withholding in connection with the vesting and settlement of one third of the RSUs granted in February 2014.
- F3Reflects tax withholding in connection with the vesting and settlement of one third of the RSUs granted in February 2013.
- F4This 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 September 5, 2014and February 20, 2015, this reporting person acquired 943 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.
- F5This stock option award was granted pursuant to The AES Corporation 2003 Long Term Compensation Plan and will vest in three equal annual installments if certain continuing employment conditions are satisfied. If such conditions are satisfied, the first installment becomes exercisable on February 20, 2016, and the next two installments become exercisable on February 20, 2017 and February 20, 2018, respectively.
- F6These 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.