SEC Form 4 · accession 0001209191-17-058084

GREENBRIER COMPANIES INC · GBX

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

Reporting owner

Officer — SVP & CAO

Period of report

Oct 24, 2017

Accepted (ET)

Oct 26, 2017 · 7:38 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000923120

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common stock - GBX^F1	Oct 24, 2017	M	7,256	$0.00	A	26,726	I	By Reliance Trust Company as Trustee for Nonqualified Deferred Compensation Plan for Employees
Common stock - GBX	holding	—	—		—	2,290	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F3,F2	—	Oct 24, 2017	M	4,250	D	—	—	Common Stock	4,250	19,088	D

F1On May 22, 2015, the Reporting Person was awarded 4,250 performance-based restricted stock units ("RSUs"), including 2,125 RSUs subject to vesting based on the Issuer's achievement of adjusted EBITDA performance objectives and 2,125 RSUs subject to vesting based on the issuer's achievement of ROE performance objectives. The issuer achieved performance at between target and stretch levels against the adjusted EBITDA performance objective and the ROE performance objectives, resulting in the Reporting Person being entitled to receive the number of shares of the Company's common stock equal to 168.4% and 173.0% of the adjusted EBITDA and ROE RSUs awarded to the Reporting Person, respectively. Accordingly, 7,256 shares of the Company's common stock were issued to the Reporting Person as of the determination date, October 24, 2017.
F2Each RSU represents a contingent right to receive one share of GBX common stock.
F3Pursuant to the terms of the Restricted Stock Unit Award Agreement dated May 22, 2015, 4,250 RSUs vested on October 24, 2017.