|
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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Cappelli Gregory William 4025 S. RIVERPOINT PKWY PHOENIX, AZ 85040 |
X | Chief Executive Officer |
By Gregory J. Iverson for Gregory W. Cappelli | 10/17/2014 | |
**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) | Represents shares of the Issuer's Class A common stock that vested pursuant to the performance share award made to the Reporting Person on July 6, 2011 in addition to the 21,066 target number of shares that were previously disclosed by the Reporting Person on the form 4 filed on July 8, 2011. A total of 22,667 performance shares were converted into shares of the Issuer's Class A common stock based on the increase in adjusted operating free cash flow of Apollo Global, Inc., the Issuer's subsidiary, over the specified performance period (September 1, 2011 to August 31, 2014). |
(2) | Includes (i) 137,997 shares of the Issuer's Class A common stock subject to restricted stock units (RSUs) granted on August 12, 2014, (ii) 52 shares of the Issuer's Class A common stock subject to RSUs granted on July 6, 2011, and (iii) 62,000 shares of the Issuer's Class A common stock subject to RSUs granted April 13, 2011. The 137,997 shares underlying the RSUs described in (i) above will be issued as those units vest (subject to an initial performance-vesting requirement) in three successive equal installments upon the Reporting Person's continuation in service with the Issuer through each of the August 12, 2015, August 12, 2016 and August 12, 2017 vesting dates. (footnote continued below) |
(3) | (continued from footnote 2 above) The 52 shares listed in (ii) above will be issued when those units vest upon the Reporting Person's continuation in service with the Issuer through April 13, 2015. The 62,000 shares listed in (iii) above will be issued when those units vest upon the Reporting Person's continuation in service with the Issuer through April 13, 2015. All of the RSUs are subject to accelerated vesting upon certain changes in ownership or control of the Issuer, and all of the RSUs are subject to service-vesting credits in the event the Reporting Person is terminated under certain specified circumstances during the service-vesting period. |
(4) | Does not include 55,617 target shares of the Issuer's Class A common stock subject to the performance share award made to the Reporting Person on July 6, 2011. This award will not convert into any shares of the Issuer's Class A common stock based on the level of achievement of the applicable performance goals over the specified performance period. |
(5) | Represents shares of the Issuer's Class A common stock that vested pursuant to the performance share award made to the Reporting Person on March 29, 2012 in addition to the 12,810 target number of shares that were previously disclosed by the Reporting Person on the form 4 filed on April 2, 2012. A total of 12,861 performance shares were converted into shares of the Issuer's Class A common stock based on the increase in adjusted operating free cash flow of Apollo Global, Inc., the Issuer's subsidiary, over the specified performance period (September 1, 2012 to August 31, 2014). |
(6) | Represents shares of the Issuer's Class A common stock withheld to satisfy the Issuer's tax withholding obligation upon the vesting of performance share awards and the issuance of the underlying shares of the Issuer's Class A common stock. |