4//SEC Filing
SOMMA RANDE S 4
Accession 0001181431-10-051220
CIK 0001485469other
Filed
Oct 17, 8:00 PM ET
Accepted
Oct 18, 6:44 PM ET
Size
10.1 KB
Accession
0001181431-10-051220
Insider Transaction Report
Form 4
SOMMA RANDE S
Other
Transactions
- Purchase
Common Stock, par value $0.01 per share
2010-10-14$13.00/sh+10,000$130,000→ 10,000 total - Award
Restricted Stock Units
2010-10-15+130,446→ 130,446 total→ Common Stock (130,446 underlying)
Footnotes (6)
- [F1]These shares were purchased through a directed share program established by Tower International, Inc. (the "Company") as part of its initial public offering.
- [F2]Each restricted stock unit (collectively, the "RSUs") represents a contingent right to receive one share of the common stock, par value $0.01 per share (the "Common Stock"), of the Company.
- [F3]Fifty percent (50%) of the RSUs vest nine months after the consummation of the Company's initial public offering (the "First Vesting Date") and the balance of the RSUs will vest eighteen months after the consummation of the Company's initial public offering (the "Second Vesting Date"); provided, however, that such RSUs will vest in full upon the occurrence of a "change in control" of the Company, as defined in the Tower International, Inc. 2010 Equity Incentive Plan (the "Plan") (Continued in footnote 4)
- [F4]; provided further, however, that if the Company terminates the reporting person's employment for any reason other than for "cause," as defined in the Plan, or the reporting person's employment terminates due to death or disability, (a) if the non-cause termination event occurs prior to the First Vesting Date, 50% of the RSUs will vest on the earlier to occur of (i) the First Vesting Date and (ii) December 31 of the calendar year during which such non-cause termination occurs, and (b) if the non-cause termination event occurs after the First Vesting Date but before the Second Vesting Date, 100% of the RSUs will vest on the earlier to occur of (i) the Second Vesting Date and (ii) December 31 of the calendar year during which such non-cause termination occurs (Continued in footnote 5)
- [F5]; provided further, however, that, pursuant to the reporting person's Service Agreement with the Company, dated December 1, 2007 (as amended, the "Service Agreement"), if the Service Agreement expires on January 2, 2012 without offer of renewal by the Company, or if the Company terminates the Service Agreement during its current term without Cause (as defined in the Service Agreement), or if a Liquidation Event (as defined in the Service Agreement) occurs, (X) if such termination occurs within nine months after the consummation of the Company's initial public offering, such RSUs shall vest in full on the earlier of the last day of such nine month period or December 31 of the year in which such termination occurs, and (Continued in footnote 6)
- [F6](Y) if such termination occurs more than nine months but less than 18 months after the consummation of the Company's initial public offering, such RSUs shall vest in full on the earlier of the last day of such eighteen month period or December 31 of the year in which such termination occurs.
Documents
Issuer
Tower International, Inc.
CIK 0001485469
Entity typeother
Related Parties
1- filerCIK 0001205042
Filing Metadata
- Form type
- 4
- Filed
- Oct 17, 8:00 PM ET
- Accepted
- Oct 18, 6:44 PM ET
- Size
- 10.1 KB