4//SEC Filing
ValueAct Holdings GP, LLC 4
Accession 0001418812-16-000132
CIK 0001655075other
Filed
Apr 12, 8:00 PM ET
Accepted
Apr 13, 8:13 PM ET
Size
19.3 KB
Accession
0001418812-16-000132
Insider Transaction Report
Form 4
Welch Jacob H.
Director10% OwnerOther
Transactions
- Award
Common Stock
2016-04-11+9,071→ 9,071 total
Holdings
- 4,600,000(indirect: See Footnotes)
Common Stock
ValueAct Holdings GP, LLC
Director10% OwnerOther
Transactions
- Award
Common Stock
2016-04-11+9,071→ 9,071 total
Holdings
- 4,600,000(indirect: See Footnotes)
Common Stock
ValueAct Capital Management, LLC
Director10% OwnerOther
Transactions
- Award
Common Stock
2016-04-11+9,071→ 9,071 total
Holdings
- 4,600,000(indirect: See Footnotes)
Common Stock
ValueAct Capital Master Fund, L.P.
Director10% OwnerOther
Transactions
- Award
Common Stock
2016-04-11+9,071→ 9,071 total
Holdings
- 4,600,000(indirect: See Footnotes)
Common Stock
ValueAct Holdings, L.P.
Director10% OwnerOther
Transactions
- Award
Common Stock
2016-04-11+9,071→ 9,071 total
Holdings
- 4,600,000(indirect: See Footnotes)
Common Stock
VA Partners I, LLC
Director10% OwnerOther
Transactions
- Award
Common Stock
2016-04-11+9,071→ 9,071 total
Holdings
- 4,600,000(indirect: See Footnotes)
Common Stock
ValueAct Capital Management, L.P.
Director10% OwnerOther
Transactions
- Award
Common Stock
2016-04-11+9,071→ 9,071 total
Holdings
- 4,600,000(indirect: See Footnotes)
Common Stock
Footnotes (4)
- [F1]Consists of unvested units granted on April 11, 2016 under the terms of the 2016 Directors Stock Unit Plan. The units vest (contingent upon the Director's continued service as of such date) on the earlier of (i) the next annual stockholders meeting following the grant; (ii) the death or total and permanent disability of the Director; or (iii) the date of any Change in Control (as defined in the Plan). Shares will be issued for vested units within 60 days of (x) the vesting date, or (y), a later deferral date if deferred by the Director under the terms of the Plan.
- [F2]Under an agreement with ValueAct Capital, Jacob H. Welch is deemed to hold the common stock for the benefit of ValueAct Capital Master Fund, L.P. and indirectly for (i) VA Partners I, LLC as General Partner of ValueAct Capital Master Fund, L.P., (ii) ValueAct Capital Management, L.P. as the manager of ValueAct Capital Master Fund, L.P., (iii) ValueAct Capital Management, LLC as General Partner of ValueAct Capital Management, L.P., (iv) ValueAct Holdings, L.P. as the sole owner of the limited partnership interests of ValueAct Capital Management, L.P. and the membership interests of ValueAct Capital Management, LLC and as the majority owner of the membership interests of VA Partners I, LLC and (v) ValueAct Holdings GP, LLC as General Partner of ValueAct Holdings, L.P.
- [F3]Each reporting person listed herein disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
- [F4]The securities reported herein are directly beneficially owned by ValueAct Capital Master Fund, L.P. and may be deemed to be indirectly beneficially owned by (i) VA Partners I, LLC as General Partner of ValueAct Capital Master Fund, L.P., (ii) ValueAct Capital Management, L.P. as the manager of ValueAct Capital Master Fund, L.P., (iii) ValueAct Capital Management, LLC as General Partner of ValueAct Capital Management, L.P., (iv) ValueAct Holdings, L.P. as the sole owner of the limited partnership interests of ValueAct Capital Management, L.P. and the membership interests of ValueAct Capital Management, LLC and as the majority owner of the membership interests of VA Partners I, LLC and (v) ValueAct Holdings GP, LLC as General Partner of ValueAct Holdings, L.P.
Documents
Issuer
Armstrong Flooring, Inc.
CIK 0001655075
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001418813
Filing Metadata
- Form type
- 4
- Filed
- Apr 12, 8:00 PM ET
- Accepted
- Apr 13, 8:13 PM ET
- Size
- 19.3 KB