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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 |
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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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Nonqualified Stock Opton (right to buy) | $ 21.91 | 11/12/2018 | M | 800 | 11/14/2011(5) | 11/14/2018 | Common Stock | 800 | $ 0 | 1,600 | D | ||||
Restricted Stock Units | (6) | 11/12/2018 | M | 1,006.6104 | (7) | (7) | Common Stock | 1,006.6104 | $ 0 | 1,007.6397 | D | ||||
Restricted Stock Units | (6) | 11/12/2018 | M | 1,462.577 | (8) | (8) | Common Stock | 1,462.577 | $ 0 | 1,463.608 | D | ||||
Nonqualified Stock Option (right to buy) | $ 21.91 | 11/13/2018 | M | 800 | 11/14/2011(5) | 11/14/2018 | Common Stock | 800 | $ 0 | 800 | D | ||||
Nonqualified Stock Option (right to buy) | $ 21.91 | 11/14/2018 | M | 800 | 11/14/2011(5) | 11/14/2018 | Common Stock | 800 | $ 0 | 0 | D | ||||
Restricted Stock Units | (6) | (9) | (9) | Common Stock | 2,315.8216 | 2,315.8216 | D | ||||||||
Restricted Stock Units | (6) | (10) | (10) | Common Stock | 2,057.9203 | 2,057.9203 | D | ||||||||
Restricted Stock Units | (6) | (11) | (11) | Common Stock | 724.5948 | 724.5948 | D | ||||||||
Restricted Stock Units | (6) | (12) | (12) | Common Stock | 753.4111 | 753.4111 | D | ||||||||
Nonqualified Stock Option (right to buy) | $ 18.48 | 11/19/2013(5) | 11/19/2020 | Common Stock | 3,243 | 3,243 | D | ||||||||
Nonqualified Stock Option (right to buy) | $ 30.97 | 11/20/2014(5) | 11/20/2021 | Common Stock | 5,625 | 5,625 | D | ||||||||
Nonqualified Stock Option (right to buy) | $ 21.52 | 11/12/2015(5) | 11/12/2022 | Common Stock | 7,826 | 7,826 | D | ||||||||
Nonqualified Stock Option (right to buy) | $ 30.96 | 11/14/2016(5) | 11/14/2023 | Common Stock | 6,000 | 6,000 | D | ||||||||
Nonqualified Stock Option (right to buy) | $ 44.87 | 12/18/2017(5) | 12/18/2027 | Common Stock | 4,076 | 4,076 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Holmes Chad M 200 CLARENDON STREET BOSTON, MA 02116 |
CFO, EVP and Treasurer |
Delia J. Makhlouta, by power of attorney | 11/14/2018 | |
**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) | This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person. |
(2) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.00 to $45.71, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range. |
(3) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $44.71 to $45.005, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range. |
(4) | The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $45.1300 to $45.3050, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range. |
(5) | Date indicated is date of grant. Option vests in four equal annual installments beginning on the first anniversary of the date of grant. |
(6) | Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock; vested RSUs are payable in the form of cash, shares of the Issuer's common stock or a combination thereof, except as otherwise indicted below. To the extent vested RSUs are paid in shares of the Issuer's common stock, such shares will be delivered to the reporting person as soon as possible after vesting, but in no event later than two and one-half months after the end of the year in which vesting occurs, subject to the collection of withholding taxes. Dividend equivalent rights accrue with respect to unvested RSUs in the form of additional RSUs ("Dividend Units") when and as dividends are paid on the Issuer's common stock, and Dividend Units vest on the same dates and in the same relative proportions as the RSUs on which they accrue. |
(7) | The remaining RSUs, which include an aggregate of 28.6397 Dividend Units, vest on November 12, 2019. |
(8) | The remaining RSUs, which include an aggregate of 41.6080 Dividend Units, vest on November 12, 2019. |
(9) | The RSUs, which include an aggregate of 65.8216 Dividend Units, vest in three equal annual installments beginning on November 14, 2018. |
(10) | The RSUs, which include an aggregate of 19.9203 Dividend Units, vest in four equal annual installments beginning on December 18, 2018. |
(11) | The RSUs, which include an aggregate of 20.5948 Dividend Units, vest on November 20, 2018. |
(12) | The RSUs, which include an aggregate of 21.4111 Dividend Units, vest on November 20, 2018. |