VALANJU SUBHASH S 4

Accession 0001205045-09-000003

CIK 0000053669other

View on SEC.gov Company Profile

Filed

Mar 16, 8:00 PM ET

Accepted

Mar 17, 5:33 PM ET

Size

32.1 KB

Accession

0001205045-09-000003

Insider Transaction Report

Form 4

Period: 2009-03-16

JOHNSON CONTROLS INCJCI

VALANJU SUBHASH S

Vice President and CIO

Transactions

Purchase
Corporate Units
2009-03-16$50.00/sh+400$20,000→ 400 total
From: 2012-03-31Exp: 2012-03-31→ Common Stock
Purchase
6.50% Convertible Senior Notes
2009-03-16$20000.00/sh
From: 2009-03-16Exp: 2012-09-30→ Common Stock

Holdings

Phantom Stock Units - Long-Term Incentive Plan
→ Common Stock (8,065.6 underlying)
8,065.6
Stock Option
Exercise: $13.43From: 2004-11-20Exp: 2012-11-20→ Common Stock (72,000 underlying)
72,000
Stock Option
Exercise: $20.56From: 2006-11-17Exp: 2014-11-17→ Common Stock (63,000 underlying)
63,000
Stock Option
Exercise: $23.96From: 2008-10-02Exp: 2016-10-02→ Common Stock (48,000 underlying)
48,000
Stock Option
Exercise: $9.73From: 2001-11-17Exp: 2009-11-17→ Common Stock (42,000 underlying)
42,000
Stock Option
Exercise: $13.37From: 2003-11-14Exp: 2011-11-14→ Common Stock (66,000 underlying)
66,000
Stock Option
Exercise: $40.21From: 2009-10-01Exp: 2017-10-01→ Common Stock (30,000 underlying)
30,000
Phantom Stock Units - Annual Incentive Plan
→ Common Stock (83,485.382 underlying)
83,485.382
Phantom Stock Units/Excess Benefit Plan-Common
→ Common Stock (5,978.979 underlying)
5,978.979
Stock Option
Exercise: $9.47From: 2002-11-15Exp: 2010-11-15→ Common Stock (90,000 underlying)
90,000
Stock Option
Exercise: $17.52From: 2005-11-19Exp: 2013-11-19→ Common Stock (72,000 underlying)
72,000
Common Stock
18,816.726
Common Stock
(indirect: By Trust)
21,553.233
Stock Option
Exercise: $22.56From: 2007-11-16Exp: 2015-11-16→ Common Stock (60,000 underlying)
60,000

Footnotes (9)

[F1]The number of underlying securities is based on the stock fund balance on March 16, 2009. The actual number of shares issuable upon the distribution date is not determinable since the stock fund is a unitized account consisting of 96% company stock and 4% money market fund. The stock account balance reflected in this report is based on an March 16, 2009, stock fund price of $9.64 per share.
[F2]The 6.50% Convertible Senior Notes due 2012 are convertible at any time prior to the close of business on the second scheduled trading day immediately preceding September 30, 2012. The conversion rate for the notes is initially 89.3855 shares per $1,000 principal amount of notes (equal to a conversion price of approximately $11.19 per share of common stock), subject to adjustment, pursuant to the terms of the notes.
[F3]Each Corporate Unit consists of a purchase contract and a 5% undivided beneficial ownership interest in a $1,000 principal amount of the issuer's 11.50% Subordinated Notes Due 2042.
[F4]The purchase contract obligates the reporting person to purchase, and obligates the issuer to sell, on March 31, 2012, for $50 in cash, a number of newly issued shares of common stock equal to the "settlement rate." The settlement rate is calculated as follows: (a) if the applicable market value of the common stock is equal to or greater than $10.29 (the "threshold appreciation price"), the settlement rate will be 4.8579 shares of common stock; (b) if the applicable market value of the common stock is less than the threshold appreciation price but greater than $8.95 (the "reference price"), the settlement rate will be a number of shares of common stock equal to $50 divided by the applicable market value; and (c) if the applicable market value of our common stock is less than or equal to the reference price, the settlement rate will be 5.5866 shares of common stock.
[F5]The "applicable market value" of the common stock means the average of the closing price per share of the common stock on each of the 20 consecutive trading days ending on the third trading day immediately preceding the purchase contract settlement date. Under certain circumstances, the reporting person may have the right to settle the purchase contract in cash prior to the purchase contract settlement date.
[F6]Each share of phantom stock is the economic equivalent of one share of Johnson Controls common stock. Shares of phantom stock are payable in cash following the reporting person's termination of employment with the company and may be transferred by the reporting person into an alternative investment account at any time.
[F7]The phantom stock units were accrued under the Johnson Controls Annual Incentive Compensation Plan and are to be settled 100% in cash upon the reporting person's termination.
[F8]The phantom stock units were accrued under the Johnson Controls Long-Term Incentive Plan and are to be settled 100% in cash upon the reporting person's termination.
[F9]The phantom stock units were accrued under the Johnson Controls Equalization 401(k) Benefit Plan and are to be settled 100% in cash upon the reporting person's termination of employment with the company.

Documents

2 files

Issuer

JOHNSON CONTROLS INC

CIK 0000053669

→

Entity typeother

Related Parties

filerCIK 0001205045

Filing Metadata

Form type: 4
Filed: Mar 16, 8:00 PM ET
Accepted: Mar 17, 5:33 PM ET
Size: 32.1 KB

View on SEC.gov