SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Allison Transmission Holdings Inc [ ALSN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/03/2023 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock(1) | 05/03/2023 | M | 40,218(2) | A | $0 | 40,218 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 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: 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 | ||||||||
Deferred Stock Units | (3) | 05/03/2023 | M | 1,413 | (4) | (4) | Common Stock | 1,413 | $0 | 0 | D | ||||
Dividend Equivalent Rights | (5) | 05/03/2023 | M | 2,794 | (6) | (6) | Common Stock | 2,794 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 787 | (7) | (7) | Common Stock | 787 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 3,628 | (8) | (8) | Common Stock | 3,628 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 751 | (9) | (9) | Common Stock | 751 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 683 | (10) | (10) | Common Stock | 683 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 563 | (11) | (11) | Common Stock | 563 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 621 | (12) | (12) | Common Stock | 621 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 3,185 | (13) | (13) | Common Stock | 3,185 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 648 | (14) | (14) | Common Stock | 648 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 548 | (15) | (15) | Common Stock | 548 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 570 | (16) | (16) | Common Stock | 570 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 2,859 | (17) | (17) | Common Stock | 2,859 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 566 | (18) | (18) | Common Stock | 566 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 518 | (19) | (19) | Common Stock | 518 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 514 | (20) | (20) | Common Stock | 514 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 504 | (21) | (21) | Common Stock | 504 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 551 | (22) | (22) | Common Stock | 551 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 2,880 | (23) | (23) | Common Stock | 2,880 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 635 | (24) | (24) | Common Stock | 635 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 588 | (25) | (25) | Common Stock | 588 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 636 | (26) | (26) | Common Stock | 636 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 771 | (27) | (27) | Common Stock | 771 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 3,600 | (28) | (28) | Common Stock | 3,600 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 733 | (29) | (29) | Common Stock | 733 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 726 | (30) | (30) | Common Stock | 726 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 627 | (31) | (31) | Common Stock | 627 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 646 | (32) | (32) | Common Stock | 646 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 2,927 | (33) | (33) | Common Stock | 2,927 | $0 | 0 | D | ||||
Deferred Stock Units | (3) | 05/03/2023 | M | 3,746 | (34) | (34) | Common Stock | 3,746 | $0 | 0 | D |
Explanation of Responses: |
1. Represents the deferred stock units ("DSUs") and dividend equivalents payable upon the reporting person's separation from service. The reporting person did not stand for re-election at Allison Transmission Holdings, Inc.'s (the "Company") 2023 annual meeting of stockholders and his term ended on May 3, 2023. |
2. Includes 37,424 DSUs and 2,794 related dividend equivalents. |
3. Each DSU is the economic equivalent of one share of the Company's common stock. The DSUs become payable, in common stock, or at the Company's election cash, at the earlier of the reporting person's separation from service or a change in control. DSUs earn dividend equivalents when dividends are declared on the Company's common stock. |
4. On February 17, 2016, the reporting person was granted 1,413 DSUs that vested on May 12, 2016. |
5. Each dividend equivalent right is the economic equivalent of one share of the Company's common stock. |
6. The dividend equivalent rights accrued on previously awarded DSUs and were payable on May 3, 2023, the date of the reporting person's separation from service. |
7. On March 31, 2016, the reporting person was granted 787 DSUs that vested on March 31, 2016. |
8. On May 13, 2016, the reporting person was granted 3,628 DSUs that vested on May 12, 2017. |
9. On August 12, 2016, the reporting person was granted 751 DSUs that vested on Augut 12, 2016. |
10. On November 11, 2016, the reporting person was granted 683 DSUs that vested on November 11, 2016. |
11. On February 10, 2017, the reporting person was granted 563 DSUs that vested on February 10, 2017. |
12. On May 11, 2017, the reporting person was granted 621 DSUs that vested on May 11, 2017. |
13. On May 12, 2017, the reporting person was granted 3,185 DSUs that vested on May 10, 2018. |
14. On August 11, 2017, the reporting person was granted 648 DSUs that vested on August 11, 2017. |
15. On November 10, 2017, the reporting person was granted 548 DSUs that vested on November 10, 2017. |
16. On February 12, 2018, the reporting person was granted 570 DSUs that vested on February 12, 2018. |
17. On May 10, 2018, the reporting person was granted 2,859 DSUs that vested on May 9, 2019. |
18. On May 10, 2018, the reporting person was granted 566 DSUs that vested on May 10, 2018. |
19. On August 10, 2018, the reporting person was granted 518 DSUs that vested on August 10, 2018. |
20. On November 12, 2018, the reporting person was granted 514 DSUs that vested on November 12, 2018. |
21. On February 11, 2019, the reporting person was granted 504 DSUs that vested on February 11, 2019. |
22. On May 8, 2019 the reporting person was granted 551 DSUs that vested on May 8, 2019. |
23. On May 9, 2019, the reporting person was granted 2,880 DSUs that vested on May 6, 2020. |
24. On August 9, 2019, the reporting person was granted 635 DSUs that vested on August 9, 2019. |
25. On November 8, 2019, the reporting person was granted 588 DSUs that vested on November 8, 2019. |
26. On February 10, 2020, the reporting person was granted 636 DSUs that vested on February 10, 2020. |
27. On May 6, 2020, the reporting person was granted 771 DSUs that vested on May 6, 2020. |
28. On May 7, 2020, the reporting person was granted 3,600 DSUs that vested on May 5, 2021. |
29. On August 7, 2020, the reporting person was granted 733 DSUs that vested on August 7, 2020. |
30. On November 6, 2020, the reporting person was granted 726 DSUs that vested on November 6, 2020. |
31. On February 8, 2021, the reporting person was granted 627 DSUs that vested on February 8, 2021. |
32. On May 5, 2021, the reporting person was granted 646 DSUs that vested on May 5, 2021. |
33. On May 6, 2021, the reporting person was granted 2,927 DSUs that vested on May 4, 2022. |
34. On May 5, 2022, the reporting person was granted 3,746 DSUs that vested on May 3, 2023. |
/s/ Eric C. Scroggins, attorney-in-fact | 05/05/2023 | |
** 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 Number. |