|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
|
| |||||||||||||||||||||||||||||||||||||||||||||||||
| |||||||||||||||||||||||||||||||||||||||||||||||||
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Employee Stock Option (right to buy) | $ 27.67 | 12/12/2017 | A | 9,981 (3) | 02/11/2018 | 02/11/2022 | Common Stock | 9,981 | $ 0 | 9,981 | D | ||||
| Employee Stock Option (right to buy) | $ 27.67 | 12/12/2017 | A | 8,317 (4) | 02/11/2018 | 02/11/2022 | Common Stock | 8,317 | $ 0 | 8,317 | D | ||||
| Performance Rights | $ 0 (5) | 12/12/2017 | A | 6,325 (5) | 02/11/2018 | 02/11/2018(5) | Common Stock | 6,325 | $ 0 | 6,325 | D | ||||
| Performance Rights | $ 0 (6) | 12/12/2017 | A | 7,589 (6) | 02/11/2018 | 02/11/2018(6) | Common Stock | 7,589 | $ 0 | 7,589 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Lisboa Persio V NAVISTAR INTERNATIONAL CORPORATION 2701 NAVISTAR DRIVE LISLE, IL 60532 |
EVP & Chief Operating Officer | |||
| Richard E. Bond Attorney in fact | 12/13/2017 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | The deferred share units were acquired under Navistar's Executive Stock Ownership Program. Each deferred share unit represents one share of Navistar common stock. |
| (2) | The premium share units were acquired under Navistar's Executive Stock Ownership Program. Each premium share unit represents one share of Navistar common stock. |
| (3) | On February 11, 2015, the reporting person was granted an option to purchase 33,270 shares of common stock subject to Navistar's satisfaction of certain EBITDA Margin performance conditions measured over a three year period. It was determined the performance conditions were partially met, resulting in the reporting person receiving 9,981 options. The options acquired continue to be subject to service vesting conditions and will fully vest and be exercisable on February 11, 2018. |
| (4) | On February 11, 2015, the reporting person was granted an option to purchase 33,270 shares of common stock subject to Navistar's satisfaction of certain Revenue Growth performance conditions measured over a three year period. It was determined the performance conditions were partially met, resulting in the reporting person receiving 8,317 options. The options acquired continue to be subject to service vesting conditions and will fully vest and be exercisable on February 11, 2018. |
| (5) | On February 11, 2015, the reporting person was granted 12,649 performance units, with each unit representing the right to receive the cash equivalent of Navistar's common stock converted on a 1 to 1 basis, subject to Navistar's satisfaction of certain Revenue Growth performance conditions measured over a three year period. It was determined the performance conditions were partially met, resulting in the reporting person receiving 6,325 units. The units acquired continue to be subject to service vesting conditions and will vest in full on February 11, 2018. The performance units expire upon payout, if any, of the award, and in any case no later than February 11, 2018. |
| (6) | On February 11, 2015, the reporting person was granted 12,649 performance units, with each unit representing the right to receive the cash equivalent of Navistar's common stock converted on a 1 to 1 basis, subject to Navistar's satisfaction of certain EBIDTA Margin performance conditions measured over a three year period. It was determined the performance conditions were partially met, resulting in the reporting person receiving 7,589 units. The units acquired continue to be subject to service vesting conditions and will vest in full on February 11, 2018. The units expire upon payout, if any, of the award, and in any case no later than February 11, 2018. |