Statement of Changes in Beneficial Ownership (4)
March 13 2017 - 7:47PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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
*
Masih Ashish
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2. Issuer Name
and
Ticker or Trading Symbol
ENCORE CAPITAL GROUP INC
[
ECPG
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
EVP, President MCM
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(Last)
(First)
(Middle)
3111 CAMINO DEL RIO NORTH, SUITE 103
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/9/2017
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(Street)
SAN DIEGO, CA 92108
(City)
(State)
(Zip)
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4. 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 Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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3/9/2017
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A
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9693
(1)
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A
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$0
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88590
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D
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Common Stock
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3/9/2017
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F
(2)
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2958
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D
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$30.95
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85632
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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. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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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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Employee Stock Option (right to buy)
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$30.95
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3/9/2017
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A
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26285
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(3)
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3/9/2024
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Common Stock
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26285.0
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$0
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26285
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D
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Explanation of Responses:
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(
1)
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Grant to the reporting person on March 9, 2017 of restricted stock awards ("RSAs") under the Encore Capital Group, Inc. 2013 Incentive Compensation Plan. The RSAs are subject to vesting and vest in annual installments over a three-year period, with one-third vesting on March 9, 2018, one-third vesting on March 9, 2019, and the remaining one-third vesting on March 9, 2020.
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(
2)
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Disposal relates to the withholding of securities for the payment of the tax liability incident to the vesting of stock awards.
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(
3)
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The option vests and becomes exercisable, if at all, in installments over a three-year period, with one-third vesting on March 9, 2018, one-third vesting on March 9, 2019 and the remaining one-third vesting on March 9, 2020, but only if and when the 20 trading day average of the NASDAQ-reported closing price per share of the Company's common stock (subject to certain adjustments) exceeds $38.6875 per share.
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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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Masih Ashish
3111 CAMINO DEL RIO NORTH, SUITE 103
SAN DIEGO, CA 92108
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EVP, President MCM
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Signatures
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/s/ Greg Call, Attorney-in-Fact for Ashish Masih
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3/13/2017
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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 4(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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