Initial Statement of Beneficial Ownership (3)
February 10 2017 - 4:24PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
hours per response...
0.5
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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
*
Dudek Nanette
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2. Date of Event Requiring Statement (MM/DD/YYYY)
2/1/2017
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3. Issuer Name
and
Ticker or Trading Symbol
Tower International, Inc. [TOWR]
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(Last)
(First)
(Middle)
C/O TOWER INTERNATIONAL, INC., 17672 LAUREL PARK DR. NORTH, SUITE 400E
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
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X
___ Officer (give title below)
_____ Other (specify below)
VP Legal Affairs & Compliance /
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(Street)
LIVONIA, MI 48152
(City)
(State)
(Zip)
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5. 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 Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock, Par Value $0.01 Per Share
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0
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Restricted Stock Units
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(1)
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(1)
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Common Stock, Par Value $0.01 Per Share
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76.6
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(2)
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D
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Restricted Stock Units
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(3)
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(3)
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Common Stock, Par Value $0.01 Per Share
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155.24
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(2)
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D
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Restricted Stock Units
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(4)
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(4)
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Common Stock, Par Value $0.01 Per Share
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522.83
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(2)
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D
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Explanation of Responses:
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(
1)
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These Restricted Stock Units ("RSUs"), including any accrued Dividend Equivalent Units ("DEUs"), will vest on March 6, 2017; provided, however, that such RSUs will vest in full upon the occurrence of a "change in control" of Tower International, Inc. (the "Company"), as defined in the Company's 2010 Equity Incentive Plan (the "Plan"), or if the reporting person's employment terminates due to death or disability. There is no expiration date.
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(
2)
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Each RSU represents a contingent right to receive one share of the common stock, par value $0.01 per share (the "Common Stock"), of the Company.
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(
3)
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These RSUs, including any accrued DEUs, will vest ratably on March 6, 2017 and March 6, 2018; provided, however, that such RSUs will vest in full upon the occurrence of a "change in control" of the Company, as defined in the Plan, or if the reporting person's employment terminates due to death or disability. There is no expiration date.
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(
4)
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These RSUs, including any accrued DEUs, will vest ratably on March 6, 2017, March 6, 2018, and March 6, 2019; provided, however, that such RSUs will vest in full upon the occurrence of a "change in control" of the Company, as defined in the Plan or if the reporting person's employment terminates due to death or disability. There is no expiration date.
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Remarks:
Exhibit 24.1 - Power of Attorney
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Dudek Nanette
C/O TOWER INTERNATIONAL, INC.
17672 LAUREL PARK DR. NORTH, SUITE 400E
LIVONIA, MI 48152
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VP Legal Affairs & Compliance
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Signatures
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/s/ Amy Olschanski, Attorney-in-Fact
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2/10/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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