SEC Form 4 · accession 0001127602-15-008134

AES CORP · AES

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

brian a miller

Officer — EVP, General Counsel and Secy

Period of report

Feb 20, 2015

Accepted (ET)

Feb 24, 2015 · 8:38 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 Stock^F1	Feb 20, 2015	A	19,781	—	A	150,046	D
Common Stock^F2	Feb 20, 2015	F	6,548	$11.89	D	143,498	D
Common Stock^F3	Feb 20, 2015	A	20,067	—	A	163,565	D
Common Stock^F4	Feb 21, 2015	F	1,799	$11.89	D	161,766	D
Common Stock^F5	Feb 23, 2015	F	2,586	$11.86	D	159,180	D
Common Stock^F6	Feb 24, 2015	F	1,743	$11.64	D	157,437	D
Common Stock^F7	holding	—	—		—	36,298	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	149,125	A	—	Feb 20, 2025	Common Stock	149,125	149,125	D
Units^F9	—	Feb 20, 2015	A	5,033	A	—	—	Common Stock	5,033	44,251	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 February 20, 2014 and February 20, 2015, this reporting person acquired 2,267 shares of AES Common Stock under the Plan, which is 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 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.
F9These units were awarded pursuant to the Restoration Supplemental Retirement Plan ("Restoration Plan"). Generally, units under this plan are paid out in cash following termination of employment or later as per 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.