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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 | ||||||||
Employee Stock Option (Right to Buy) | $ 30.54 | 09/02/2016 | D | 9,500 | 10/01/2012 | 10/01/2020 | Common Stock | 9,500 | (4) | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 28.54 | 09/02/2016 | D | 12,500 | 10/07/2013 | 10/07/2021 | Common Stock | 12,500 | (4) | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 27.85 | 09/02/2016 | D | 16,100 | 10/05/2014 | 10/05/2022 | Common Stock | 16,100 | (4) | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 48.37 | 09/02/2016 | D | 6,802 | 11/19/2015 | 11/19/2023 | Common Stock | 6,802 | (4) | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 50.23 | 09/02/2016 | D | 9,395 | 11/18/2016(5) | 11/18/2024 | Common Stock | 9,395 | (4) | 0 | D | ||||
Employee Stock Option (Right to Buy) | $ 43.86 | 09/02/2016 | D | 12,775 | 10/07/2017(5) | 10/07/2025 | Common Stock | 12,775 | (4) | 0 | D | ||||
Phantom Stock Units - Restricted Stock Plan | $ 0 (6) | 09/02/2016 | D | 18,813.659 | (7) | (7) | Common Stock | 18,813.659 (8) | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Metcalf-Kupres Kimberley 5757 N GREEN BAY AVENUE MILWAUKEE, WI 53209 |
VP and Chief Marketing Officer |
/s/ Catherine M. Walker, attorney-in-fact for Kimberley S. Metcalf-Kupres | 09/06/2016 | |
**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) | Includes 253.063 shares acquired via dividend reinvestment on July 2, October 2, 2015, January 5, April 4, July 5 and August 19, 2016 at prices ranging from $38.58 to $51.36 per share. |
(2) | The balance includes unvested restricted stock units and dividend equivalents that were converted into an equivalent number of restricted stock units in Johnson Controls International plc (formerly Tyco International plc) ("JCI plc") in connection with the closing of the merger between Johnson Controls, Inc. ("Johnson Controls") and JCI plc (the "merger"). |
(3) | Each share of Johnson Controls was converted into 0.8357 ordinary shares of JCI plc and $5.7293 in cash in connection with the closing of the merger. |
(4) | The options were converted into an equivalent number of options with respect to JCI plc at the same exercise price in connection with the closing of the merger. |
(5) | Fifty percent of the options vest after two years and the remaining 50% vests after three years. |
(6) | Each unit of phantom stock is the economic equivalent of one share of Johnson Controls common stock. |
(7) | The phantom stock units accrue under the Johnson Controls Restricted Stock Plan and settle 100% in cash upon the reporting person's termination or retirement, subject to vesting requirements. |
(8) | Includes 586.66 units acquired via dividend reinvestment on January 6, April 2, July 2, October 2, 2015, January 5, April 4, July 5 and August 19, 2016 at prices ranging from $38.58 to $50.16 per unit. |