Statement of Changes in Beneficial Ownership (4)
October 05 2021 - 6:32PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Maestri Luca |
2. Issuer Name and Ticker or Trading Symbol
Apple Inc.
[
AAPL
]
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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) Senior Vice President, CFO |
(Last)
(First)
(Middle)
ONE APPLE PARK WAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/1/2021 |
(Street)
CUPERTINO, CA 95014
(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 | 10/1/2021 | | M | | 354392 | A | (1) | 464893 | D | |
Common Stock (2) | 10/1/2021 | | F | | 188563 | D | $142.65 | 276330 | 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 |
Restricted Stock Unit | (1) | 10/1/2021 | | M | | | 354392 | (3)(4)(5)(6) | (3) | Common Stock | 354392.0 | (1) | 0 | D | |
Explanation of Responses: |
(1) | Each restricted stock unit ("RSU") represented the right to receive, at settlement, one share of common stock. This transaction represents the settlement of RSUs in shares of common stock on their scheduled vesting date. |
(2) | Shares withheld by Apple to satisfy tax withholding requirements on vesting of RSUs. No shares were sold. |
(3) | This award was granted on September 30, 2018, for a target number of 177,196 RSUs. The award vested on October 1, 2021, applying a percentage of the target number of RSUs that was determined based on Apple's total shareholder return ("TSR") relative to the other companies in the S&P 500 for the three-year performance period of September 30, 2018 through September 25, 2021. |
(4) | TSR is calculated based on the change in a company's stock price during the performance period, taking into account any dividends paid during that period, which are assumed to be reinvested in the stock. In accordance with the terms of the award, the beginning value used for calculating TSR is the average closing stock price for the first 20 trading days of the performance period. Apple's beginning value was calculated to be $55.44. Similarly, the ending value used for calculating TSR is the average closing price for the 20 trading days ending on September 25, 2021. Apple's ending value was calculated to be $154.65. |
(5) | This award provided that if Apple's relative TSR performance was ranked at or above the 85th percentile for companies in the S&P 500 for the performance period, 200% of the target number of RSUs vest. If Apple's performance was ranked at or above the 55th percentile, 100% of the target number of RSUs vest. If Apple's performance was ranked at or above the 25th percentile, 25% of the target number of RSUs vest, and if Apple's performance was ranked below the 25th percentile, 0% of the target number of RSUs vest. If Apple's performance was between these levels, the portion of the RSUs that vest would be determined on a straight-line basis (i.e., linearly interpolated) between the two nearest vesting percentages. |
(6) | Apple's TSR for the three-year performance period was 178.96%, which ranked 21 of the 472 companies that were included in the S&P 500 for the period and placed Apple in the 96th percentile. Therefore, 354,392 RSUs subject to performance requirements vested. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Maestri Luca ONE APPLE PARK WAY CUPERTINO, CA 95014 |
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| Senior Vice President, CFO |
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Signatures
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/s/ Sam Whittington, Attorney-in-Fact for Luca Maestri | | 10/5/2021 |
**Signature of Reporting Person | Date |
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