SEC Form 4 · accession 0001513162-15-000487
CDTI ADVANCED MATERIALS, INC. · CDTI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Eric Shea
Officer — Chief Financial Officer
Period of report
Aug 7, 2015
Accepted (ET)
Aug 11, 2015 · 5:04 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000949428
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 7, 2015 | M | 2,614 | $0.00 | A | 12,067 | D | |
| Common StockF2 | Aug 7, 2015 | M | 4,079 | $0.00 | A | 16,146 | D | |
| Common StockF3 | Aug 7, 2015 | M | 5,000 | $0.00 | A | 21,146 | D | |
| Common StockF5 | Aug 10, 2015 | S | 4,616 | $1.4509 | D | 16,530 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share UnitsF6,F7 | — | Aug 7, 2015 | M | 2,614 | D | — | — | Common Stock | 2,614 | 0 | D |
| Restricted Share UnitsF6,F8 | — | Aug 7, 2015 | M | 4,079 | D | — | — | Common Stock | 4,079 | 4,080 | D |
| Restricted Share UnitsF6,F9 | — | Aug 7, 2015 | M | 5,000 | D | — | — | Common Stock | 5,000 | 10,000 | D |
Explanation of responses
- F1Shares of Common Stock acquired upon settlement of Restricted Share Units ("RSUs") granted May 24, 2012 pursuant to the Clean Diesel Technologies, Inc. ("CDTI") Stock Incentive Plan.
- F2Shares of Common Stock acquired upon settlement of RSUs granted March 20, 2013 pursuant to the CDTI Stock Incentive Plan.
- F3Shares of Common Stock acquired upon settlement of RSUs granted February 20, 2014 pursuant to the CDTI Stock Incentive Plan.
- F4Shares were sold to cover the reporting person's tax obligation in connection with the issuance of the RSUs and conversion into shares of Common Stock.
- F5The price reported in column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $1.45 to $1.47, inclusive. The reporting person undertakes to provide CDTI, and security holder of CDTI or the staff of the Securities and Exchange Commission upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4.
- F6Each RSU represents a contingent right to receive one share of CDTI common stock.
- F7RSU vests as to 1/3 on each of March 20, 2013, March 20, 2014 and March 20, 2015. Issuance to occur as soon as practicable following the date of vesting and subject to compliance with Issuer's Insider Trading Policy, but in all cases within two and one-half months following the end of the Issuer's tax year that includes the date such RSUs vest. RSUs that have not vested at the time of the reporting person's termination, for any or no reason other than death, will be forfeited.
- F8RSU vests as to 1/3 on each of March 20, 2014, March 20, 2015 and March 20, 2016. Issuance to occur as soon as practicable following the date of vesting and subject to compliance with Issuer's Insider Trading Policy, but in all cases within two and one-half months following the end of the Issuer's tax year that includes the date such RSUs vest. RSUs that have not vested at the time of the reporting person's termination, for any or no reason other than death, will be forfeited.
- F9RSU vests as to 1/3 on each of March 20, 2015, March 20, 2016 and March 20, 2017. Issuance to occur as soon as practicable following the date of vesting and subject to compliance with Issuer's Insider Trading Policy, but in all cases within two and one-half months following the end of the Issuer's tax year that includes the date such RSUs vest. RSUs that have not vested at the time of the reporting person's termination, for any or no reason other than death, will be forfeited.