Initial Statement of Beneficial Ownership (3)
August 10 2017 - 3:55PM
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
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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
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Zatawski Keith
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2. Date of Event Requiring Statement (MM/DD/YYYY)
8/10/2017
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3. Issuer Name
and
Ticker or Trading Symbol
AMPCO PITTSBURGH CORP [AP]
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(Last)
(First)
(Middle)
726 BELL AVENUE, SUITE 301
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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)
Chief Risk Officer /
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(Street)
CARNEGIA, PA 15106
(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)
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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
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1606
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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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Non-Qualified Stock Options
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(1)
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5/2/2023
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common stock
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5500
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$17.16
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D
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Non-Qualified Stock Options
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(1)
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4/29/2024
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common stock
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5500
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$20.00
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D
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Restricted Stock Units
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(2)
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(2)
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common stock
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742
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(3)
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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
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1248
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(3)
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D
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Restricted Stock Units
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(5)
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(5)
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common stock
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858
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(3)
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D
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Explanation of Responses:
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(1)
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Subject to acceleration in certain circumstances, the option becomes vested and exercisable under the following schedule assuming the optionee continues employment with the Issuer through the date of vesting: 33% on the first anniversary of the grant date, 66% on the second anniversary of the grant date and 100% on the third anniversary of the grant date.
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(2)
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The reporting person received a grant of 2,226 restricted stock units, which vest in 3 annual installments, beginning on May 5, 2016. 1/3 of the restricted stock units vested on May 5, 2016. 1/3 of the restricted stock units vested on May 5, 2017. The remainder will continue to vest in one installment through the remainder of the term.
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(3)
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Each restricted stock unit represents a contingent right to receive one share of Ampco-Pittsburgh Corporation common stock.
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(4)
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The reporting person received a grant of 1,872 restricted stock units, which vest in 3 annual installments, beginning on May 5, 2017. 1/3 of the restricted stock units vested on May 5, 2017. The remainder will continue to vest in two installments through the remainder of the term.
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(5)
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The restricted stock units vest in three equal annual installments beginning May 3, 2018.
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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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Zatawski Keith
726 BELL AVENUE
SUITE 301
CARNEGIA, PA 15106
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Chief Risk Officer
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Signatures
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/s/Masha Trainor, Attorney-In-Fact, POA Attached Hereto
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8/10/2017
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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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