SEC Form 4 · accession 0001209191-15-048260
BREEZE-EASTERN CORP · BZC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Serge Dupuis
Officer — Chief Financial Officer
Period of report
May 28, 2015
Accepted (ET)
Jun 1, 2015 · 2:50 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000099359
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F1,F2,F3 | $10.41 | May 28, 2015 | A | 40,000 | A | — | May 28, 2025 | Common Stock | 40,000 | 40,000 | D |
Explanation of responses
- F1An option to purchase five thousand (5,000) Shares is immediately exercisable upon grant, and the option to purchase the remaining 35,000 Shares will vest in installments of five thousand (5,000) shares based upon whether the average closing price of our common stock over the preceding thirty-day period (the "Trailing Price") exceeds certain pre-determined thresholds within certain timeframes. Specifically, (i) options to purchase five thousand (5,000) Shares will vest when the average closing price of the Common Stock after the Option Issue Date and for the preceding thirty (30) days (the "Trailing Price") exceeds an amount equal to or greater than the Exercise Price plus one dollar ($1.00);
- F2(continued from footnote 1) (ii) at any time after the first anniversary of the Option Issue Date, (A) options to purchase five thousand (5,000) Shares will vest when the Trailing Price exceeds an amount equal to or greater than the Exercise Price plus two dollars ($2.00); and (B) options to purchase five thousand (5,000) Shares will vest when the Trailing Price exceeds an amount equal to or greater than the Exercise Price plus three dollars ($3.00); (iii) at any time after the second anniversary of the Option Issue Date, (A) options to purchase five thousand (5,000) Shares will vest when the Trailing Price exceeds an amount equal to or greater than the Exercise Price plus four dollars ($4.00); and (B) options to purchase five thousand (5,000) Shares will vest when the Trailing Price exceeds an amount equal to or greater than the Exercise Price plus five dollars ($5.00); and
- F3(continued from footnote 2) (iv) at any time after the third anniversary of the Option Issue Date, (A) options to purchase five thousand (5,000) Shares will vest when the Trailing Price exceeds an amount equal to or greater than the Exercise Price plus six dollars ($6.00); and (B) options to purchase five thousand (5,000) Shares will vest when the Trailing Price exceeds an amount equal to or greater than the Exercise Price plus seven dollars ($7.00).