SEC Form 4 · accession 0000899243-15-005195
TECUMSEH PRODUCTS CO · TECU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Harold M Karp
Officer — President and CEO · Director
Period of report
Sep 21, 2015
Accepted (ET)
Sep 22, 2015 · 4:28 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000096831
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares | Sep 21, 2015 | U | 16,718 | $5.00 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F1 | $3.32 | Sep 21, 2015 | D | 106,292 | D | — | Apr 29, 2025 | Common Shares | 106,292 | 0 | D |
| Employee Stock Option (right to buy)F2 | $3.06 | Sep 21, 2015 | D | 106,292 | D | — | Dec 5, 2024 | Common Shares | 106,292 | 0 | D |
| Deferred Stock UnitsF3 | — | Sep 21, 2015 | D | 1,742 | D | — | — | Common Shares | 1,742 | 0 | D |
Explanation of responses
- F1The option vested in three equal annual installments beginning on April 29, 2016.
- F2The option vested in three equal annual installments beginning on December 5, 2015.
- F3Deferred stock units are the economic equivalent one common share (one share of Class A common stock before the Company's 2014 recapitalization). Each deferred stock unit is fully vested when made, except that a director will forfeit his or her Account if the director's service on the Board is terminated, voluntarily or involuntarily, for any "Reason" as defined in the Company's Outside Directors' Deferred Stock Unit Plan (generally breach of policies, failure to perform duties, conviction of various crimes, embezzlement or materially injuring the Company). The deferred stock units were originally to be paid out of the Director's Account in cash within 30 days after the earlier of a Company change in Control (as defined in the plan) or the date he or she ceases to be a non-employee director for any reason. In connection with the Company's merger, deferred stock units were cancelled in exchange for payment of the merger consideration in cash.