SEC Form 4 · accession 0000879526-17-000013
WABASH NATIONAL Corp · WNC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Erin Jennifer Roth
Officer — SVP, General Counsel
Period of report
Feb 22, 2017
Accepted (ET)
Feb 23, 2017 · 5:17 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000879526
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 22, 2017 | M | 22,219 | $0.00 | A | 96,219 | D | |
| Common Stock | Feb 22, 2017 | F | 10,520 | $20.58 | D | 85,699 | D | |
| Common StockF3 | Feb 22, 2017 | A | 8,570 | $0.00 | A | 94,269 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance UnitF4 | — | Feb 22, 2017 | A | 9,149 | A | Feb 22, 2017 | Feb 22, 2017 | Common Stock | 9,149 | 22,219 | D |
| Performance UnitF1 | — | Feb 22, 2017 | M | 22,219 | D | Feb 22, 2017 | Feb 22, 2017 | Common Stock | 22,219 | 0 | D |
| Performance UnitF2 | — | Feb 22, 2017 | A | 12,860 | A | Feb 22, 2020 | Feb 22, 2020 | Common Stock | 12,860 | 12,860 | D |
Explanation of responses
- F1Performance Units were granted on 2/19/2014, with a performance period ending upon the close of the Company's 2016 fiscal year. Number of units reported reflect the total number of shares earned as a result of the achievement of Company specified performance criteria for the performance period. Each performance unit converted to one share of WNC common stock as of date of vesting on 2/19/2017.
- F2Performance Units were granted on February 22, 2017, subject to achievement of performance period criteria for a three-year period, ending upon the close of the Company's 2019 fiscal year. The number of units reported assume the Company meets target performance criteria at the end of 2019; actual units earned will be adjusted based on actual performance against the performance criteria. Any earned units will vest on February 22, 2020, at which time each earned and vested unit will convert to one share of the Company's common stock.
- F3Restricted Stock Unit award vesting February 22, 2020.
- F4Performance Units were granted on 2/19/2014, with a performance period ending upon the close of the Company's 2016 fiscal year. Number of units reported reflect those additional shares earned over and above the units reported on the Form 4 filed on 2/26/2014 as a result of the achievement of Company specified performance criteria for the performance period.