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)
| 2. Issuer Name and Ticker or Trading Symbol ACI WORLDWIDE, INC. [ ACIW ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 11/08/2018 | ||||||||||||||||||||||||||
| 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 | 11/08/2018 | M | 5,696 | A | $9.6467 | 1,302,228 | D | |||
| Common Stock | 11/08/2018 | S | 5,696(1) | D | $29.65 | 1,296,532 | D | |||
| Common Stock | 11/09/2018 | M | 94,304 | A | $9.6467 | 1,390,836 | D | |||
| Common Stock | 11/09/2018 | S | 94,304(1) | D | $29.7951(2) | 1,296,532 | 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 | ||||||||
| Non-Qualified Stock Option (right to buy) | $9.6467 | 11/08/2018 | M | 5,696 | (3) | 12/08/2021 | Common Stock | 5,696 | $0.0 | 94,304 | D | ||||
| Non-Qualified Stock Option (right to buy) | $9.6467 | 11/09/2018 | M | 94,304 | (3) | 12/08/2021 | Common Stock | 94,304 | $0.0 | 0 | D | ||||
| Explanation of Responses: |
| 1. The shares identified herein were sold under Mr. Heasley's Rule 10b5-1 plan dated March 12, 2018. Such shares were sold pursuant to the cashless exercise of options granted to Mr. Heasley on December 8, 2011. As of the date of this report, Mr. Heasley's beneficial ownership of the securities reported herein is 2,131,680 shares, consisting of 1,296,532 shares directly owned and 835,148 shares subject to currently exercisable options with a weighted average exercise price of $18.189564. |
| 2. The sale price ranged from $29.65 to $30.05, with a weighted average sale price of $29.795141. Upon request, the reporting person hereby undertakes to provide to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. |
| 3. The options were granted pursuant to the ACI Worldwide, Inc. 2005 Equity and Performance Incentive Plan. |
| By: Dennis Byrnes, Attorney in Fact For: Philip G. Heasley | 11/13/2018 | |
| ** 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. | ||