John S. Sensing Form 3 RYDER SYSTEM / John S. Sensing ownership change

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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^*

Sensing John S.

(Last) (First) (Middle)

11690 N.W. 105TH STREET

(Street)

MIAMI FL 33178

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/16/2015

3. Issuer Name and Ticker or Trading Symbol
RYDER SYSTEM INC [ R ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President, Global Supply Chain

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	8,502(1)	D
Common Stock	226	I	By Ryder Employee Savings Plan

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)	02/08/2016	02/07/2023	Common Stock	1,042	58.21	D
Stock Option (right to buy)	(2)	02/06/2024	Common Stock	2,490	71.43	D
Stock Option (right to buy)	(3)	02/11/2025	Common Stock	11,920	93.51	D
Performance-Based Restricted Stock Rights	(4)	(4)	Common Stock	388(5)	0.00	D
Performance-Based Restricted Stock Rights	(6)	(6)	Common Stock	409(7)	0.00	D
Performance-Based Restricted Stock Rights	(8)	(8)	Common Stock	2,355(9)	0.00	D

Explanation of Responses:

1. Includes 7,500 time-based restricted stock rights that will vest on February 7, 2016, 375 time-based restricted stock rights that will vest on February 8, 2016 and 390 time-based restricted stock rights that will vest on February 7, 2017.

2. 1,245 stock options will vest on February 7, 2016 and 1,245 stock options will vest on February 7, 2017.

3. The stock options will vest in three equal installments on February 12, 2016, February 12, 2017 and February 12, 2018.

4. The performance cycle for the performance-based restricted stock rights (PBRSRs) is segmented into three performance periods. The performance cycle ends on December 31, 2015. All PBRSRs earned will vest upon Board approval in February 2016. Any unearned PBRSRs will be forfeited.

5. The PBRSRs represent a contingent right to receive that number of shares of Ryder common stock equal to a maximum of 125% of the number of PBRSRs granted based on the Company achieving certain threshold, target or maximum performance goals. As of December 31, 2014 263 PBRSRs have been earned.

6. The performance cycle for the performance-based restricted stock rights (PBRSRs) is segmented into three performance periods. The performance cycle ends on December 31, 2016. All PBRSRs earned will vest upon Board approval in February 2017. Any unearned PBRSRs will be forfeited.

7. The PBRSRs represent a contingent right to receive that number of shares of Ryder common stock equal to a maximum of 125% of the number of PBRSRs granted based on the Company achieving certain threshold, target or maximum performance goals. As of December 31, 2014 149 PBRSRs have been earned.

8. The performance cycle for the performance-based restricted stock rights (PBRSRs) is segmented into three performance periods. The performance cycle ends on December 31, 2017. All PBRSRs earned will vest upon Board approval in February 2018. Any unearned PBRSRs will be forfeited.

9. The PBRSRs represent a contingent right to receive that number of shares of Ryder common stock equal to a maximum of 125% of the number of PBRSRs granted based on the Company achieving certain threshold, target or maximum performance goals.

Remarks:

	/s/Flora R. Perez by power of attorney	03/23/2015
	** 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 5 (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).
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