4//SEC Filing
Ashmore Alex 4
Accession 0000899243-20-027503
CIK 0001707092other
Filed
Oct 5, 8:00 PM ET
Accepted
Oct 6, 6:14 AM ET
Size
11.3 KB
Accession
0000899243-20-027503
Insider Transaction Report
Form 4
Ashmore Alex
Senior Vice President*
Transactions
- Disposition to Issuer
Ordinary Shares
2020-10-01−10,977→ 0 total - Disposition to Issuer
Restricted Share Units
2020-10-01−47,718→ 0 total→ Ordinary Shares (47,718 underlying) - Disposition to Issuer
Restricted Share Units
2020-10-01−20,198→ 0 total→ Ordinary Shares (20,198 underlying)
Footnotes (3)
- [F1]Reflects the disposition of ordinary shares of the Issuer as contemplated by the Transaction Agreement, dated as of January 28, 2020, as amended (the "Transaction Agreement") between the Issuer and BorgWarner Inc. ("BorgWarner"), pursuant to which BorgWarner acquired the Issuer pursuant to a scheme of arrangement (the "Scheme") under Part 18A of the Companies (Jersey) Law 1991, as amended (the "Transaction"). In accordance with the terms of the Transaction Agreement, at the effective time of the Scheme, each ordinary share was exchanged for 0.4307 of a newly issued share of BorgWarner common stock, par value $0.01 per share, and cash in lieu of any fractional share of BorgWarner common stock.
- [F2]Reflects the disposition of restricted share unit awards of Issuer as contemplated by the Transaction Agreement. In accordance with the terms of the Transaction Agreement, at the effective of the Scheme, each restricted share unit award was cancelled and converted on the same terms and conditions (including applicable vesting conditions) into an award of restricted stock units of BorgWarner covering a number of shares of BorgWarner common stock determined in accordance with the formula set forth in the Transaction Agreement.
- [F3]Reflects the disposition of performance-based restricted share units awards as contemplated by the Transaction Agreement. In accordance with the terms of the Transaction Agreement, at the effective time of the Scheme, each performance-based restricted share unit award was cancelled and converted on the same terms and conditions (other than performance-based vesting conditions) into an award of time-vesting restricted share units of BorgWarner covering a number of shares of BorgWarner common stock determined in accordance with the formula set forth in the Transaction Agreement (which were calculated based on the target number of ordinary shares of Issuer subject to such performance-based restricted share unit award).
Documents
Issuer
Delphi Technologies PLC
CIK 0001707092
Entity typeother
Related Parties
1- filerCIK 0001785053
Filing Metadata
- Form type
- 4
- Filed
- Oct 5, 8:00 PM ET
- Accepted
- Oct 6, 6:14 AM ET
- Size
- 11.3 KB