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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Unit (SIP) | (1) | 01/24/2019 | A | 34,637 | (2) | (2) | Common Stock | 34,637 | $ 0 | 34,637 (3) | D | ||||
Performance Stock Unit (SIP) | (4) | 01/24/2019 | A | 69,274 | (4) | (4) | Common Stock | 69,274 | $ 0 | 69,274 (5) | D | ||||
Performance Stock Unit (SIP) | (6) | 01/24/2019 | A | 69,274 | (6) | (6) | Common Stock | 69,274 | $ 0 | 69,274 (5) | D | ||||
Performance Stock Unit (SIP) | (7) | 01/24/2019 | J(8) | 105,724.118 (9) | (7) | (7) | Common Stock | 105,724.118 (9) | $ 0 | 0 (5) | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SPENCE WILLIAM H TWO NORTH NINTH STREET ALLENTOWN, PA 18101 |
Chairman, President and CEO |
/s/Frederick C. Paine, as Attorney-In-Fact for William H. Spence | 01/25/2019 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | No conversion or exercise price applies. Under the terms of the Stock Incentive Plan (SIP), a restricted stock unit converts to a share of common stock on the applicable vesting date. |
(2) | The units will vest on 01/24/2022. |
(3) | As of 01/25/2019, total restricted stock units beneficially owned is 196,071.796. This total includes the 01/26/2017 grant of 33,443.159 restricted stock units, the 02/17/2017 grant of 93,016.41 restricted stock units, and the 01/25/2018 grant of 34,975.227 restricted stock units, plus in each case, the incremental addition of restricted stock units credited to the original grant in amounts equal to dividend equivalents deemed earned on shares underlying such restricted stock units, and the 01/24/2019 grant of 34,637 restricted stock units. |
(4) | No conversion or exercise price or exercise or expiration date applies. Under the terms of the Stock Incentive Plan (SIP), all, some or none of the underlying securities will be earned depending on the Company's performance relative to an industry peer group over a three-year performance period ending 12/31/2021. Determination of number of underlying securities that have been earned, if any, will be made by the Compensation, Governance and Nominating Committee in January 2022. |
(5) | As of 01/25/2019, total performance units beneficially owned is 412,219.33. This total includes the 01/26/2017 grants of 100,327.261 and 33,443.159 performance units, and the 01/25/2018 grants of 69,950.455 and 69,950.455 performance units, plus in each case, the incremental addition of performance units credited to the original grant in amounts equal to dividend equivalents deemed earned on shares underlying such performance units, and the 01/24/2019 grants of 69,274 and 69,274 performance units. |
(6) | No conversion or exercise price or exercise or expiration date applies. Under the terms of the Stock Incentive Plan (SIP), all, some or none of the underlying securities will be earned depending on the Company's return on equity over a three-year performance period ending December 31, 2021. Determination of number of underlying securities that have been earned, if any, will be made by the Compensation, Governance and Nominating Committee in January 2022. |
(7) | No conversion or exercise price or exercise or expiration date applies. |
(8) | Represents 0% payout of performance units granted in 2016 due to Company performance below minimum "total shareowner return" threshold at expiration of three-year performance period. |
(9) | Total includes the reinvestment of dividends. |