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4//SEC Filing

GROSS THOMAS 4

Accession 0001104659-20-067718

CIK 0001390844other

Filed

May 28, 8:00 PM ET

Accepted

May 29, 3:47 PM ET

Size

8.1 KB

Accession

0001104659-20-067718

Insider Transaction Report

Form 4
Period: 2020-05-29
GROSS THOMAS
Director
Transactions
  • Disposition to Issuer

    Common Stock

    2020-05-29$136.50/sh3,449$470,7890 total
  • Disposition to Issuer

    Common Stock

    2020-05-29$136.50/sh882$120,3930 total
Footnotes (3)
  • [F1]Represents all common shares held directly by the Reporting Person immediately prior to the merger (the "Merger") described in the Agreement and Plan of Merger, dated as of March 28, 2019, by and among ZF Friedrichshafen AG, Verona Merger Sub Corp. and WABCO Holdings Inc. At the effective time of the Merger, each issued and outstanding common share of WABCO Holdings Inc. was automatically cancelled and converted into the right to receive $136.50 in cash (the "Merger Consideration"). At the effective time of the Merger, each issued and outstanding deferred stock unit was automatically cancelled and converted into the right to receive the Merger Consideration.
  • [F2]Represents deferred stock units granted on May 30, 2019 as part of the reporting person's annual retainer. At the effective time of the Merger, each issued and outstanding deferred stock unit was automatically cancelled and converted into the right to receive the Merger Consideration.
  • [F3]The deferred stock units equal the reporting person's portion of his retainer fee divided by the closing price of WABCO's common stock on the day preceding the grant date. Each whole deferred stock unit represents a contingent right to receive one share of WABCO common stock. The deferred stock units are 100% vested upon grant and were scheduled to be distributed in shares of common stock as soon as practicable following the earliest to occur of: (i) the reporting person's death or Disability as defined in the Award Agreement; (ii) a "Change in Control" as defined in the Omnibus Incentive Plan; (iii) the reporting person's "separation from service" (as defined under applicable tax rules) from WABCO Holdings Inc.; or (iv) 13 months after the grant date or, if elected by the reporting person, an "optional payment date" which may not be earlier than five years and one month after the grant date.

Issuer

WABCO Holdings Inc.

CIK 0001390844

Entity typeother

Related Parties

1
  • filerCIK 0001205244

Filing Metadata

Form type
4
Filed
May 28, 8:00 PM ET
Accepted
May 29, 3:47 PM ET
Size
8.1 KB