Statement of Changes in Beneficial Ownership (4)
17 Février 2022 - 11:26PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Motes Joseph L III |
2. Issuer Name and Ticker or Trading Symbol
ALLIANCE DATA SYSTEMS CORP
[
ADS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP, CAO, Gen Counsel & Secy |
(Last)
(First)
(Middle)
7500 DALLAS PARKWAY, SUITE 700 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/15/2022 |
(Street)
PLANO, TX 75024
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 2/15/2022 | | A(1) | | 6685 | A | (1) | 51801 | D | |
Common Stock | 2/15/2022 | | A(2) | | 10027 | A | (2) | 61828 | D | |
Common Stock | 2/15/2022 | | F(3) | | 71 | D | $71.61 | 61757 | D | |
Common Stock | 2/16/2022 | | F(3) | | 2790 | D | $72.48 | 58967 (4) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | The new grant is for 6,685 shares of common stock represented by time-based restricted stock units. The restrictions will lapse on 2,206 units on each of 2/15/23 and 2/15/24 and on 2,273 units on 2/18/25, subject to continued employment by the Reporting Person on the vesting dates. |
(2) | The new grant is for 10,027 shares of common stock represented by performance-based restricted stock units, which may be adjusted up or down at the time the performance restriction lapses. The restriction may lapse with respect to 100% of such shares on 2/18/25 contingent on meeting predetermined performance measures and subject to continued employment by the Reporting Person on the vesting date. |
(3) | Shares withheld by the Company to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units. |
(4) | The total number of securities beneficially owned includes: (a) 10,268 unrestricted shares; (b) 1,431 unvested units from an award of 2,037 time-based restricted stock units granted 2/18/20; (c) 4,804 unvested performance-based restricted stock units granted 2/18/20; (d) 715 unvested units from an award of 1,018 performance-based restricted stock units granted 2/18/20; (e) 14,697 unvested units from an award of 21,934 time-based restricted stock units granted 2/16/21; (f) 10,340 unvested performance-based restricted stock units granted 2/16/21; (g) the new grant for 6,685 time-based restricted stock units; and (h) the new grant for 10,027 performance-based restricted stock units. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Motes Joseph L III 7500 DALLAS PARKWAY, SUITE 700 PLANO, TX 75024 |
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| EVP, CAO, Gen Counsel & Secy |
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Signatures
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Benjamin L. Morgan, Attorney in Fact | | 2/17/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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