SEC Form 4 · accession 0000905148-17-000065
UNIVERSAL INSURANCE HOLDINGS, INC. · UVE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sean P Downes
Officer — CEO · Director
Period of report
Jan 9, 2017
Accepted (ET)
Jan 10, 2017 · 4:51 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000891166
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jan 9, 2017 | M | 86,281 | — | A | 1,355,025 | D | |
| Common StockF3 | Jan 9, 2017 | F | 31,328 | $28.75 | D | 1,323,697 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Share UnitsF1 | — | Jan 9, 2017 | A | 129,422 | A | — | — | Common Stock | 129,422 | 129,422 | D |
| Performance Share UnitsF1,F2 | — | Jan 9, 2017 | M | 86,281 | D | — | — | Common Stock | 86,281 | 43,141 | D |
Explanation of responses
- F1These performance share units ("PSUs") were granted on January 1, 2016, but were conditional upon the Issuer meeting certain growth performance goals for the 2016 calendar year. On January 9, 2017, the Compensation Committee of the Issuer's Board of Directors confirmed that the Issuer met the performance goals for the 2016 calendar year. Each PSU represents the right to receive one share of Common Stock upon vesting. The PSUs vest as follows, subject to continued employment by the reporting person through the applicable vesting date: (a) two-thirds vest on January 1, 2017, (b) one-sixth vest on January 1, 2018, and (c) one-sixth vest on January 1, 2019.
- F2Upon the Compensation Committee confirming that the Issuer met the performance goals for the 2016 calendar year, the two-thirds of the PSUs that had vested on January 1, 2017 were settled in shares of Common Stock.
- F3These shares of Common Stock were withheld to satisfy the tax withholding obligation in connection with the settlement of vested PSUs into shares of Common Stock on January 9, 2017.