Statement of Changes in Beneficial Ownership (4)
March 06 2018 - 3:16PM
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
*
Armstrong Steven R.
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2. Issuer Name
and
Ticker or Trading Symbol
FORD MOTOR CO
[
F
]
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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)
Group Vice President
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(Last)
(First)
(Middle)
ONE AMERICAN ROAD
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/2/2018
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(Street)
DEARBORN, MI 48126
(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, $0.01 par value
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3/2/2018
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M
(1)
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5082
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A
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(1)
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95554
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D
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Common Stock, $0.01 par value
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3/2/2018
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F
(2)
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14769
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D
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$10.40
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80785
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D
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Common Stock, $0.01 par value
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3/3/2018
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M
(1)
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4752
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A
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(1)
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85537
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D
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Common Stock, $0.01 par value
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3/4/2018
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M
(1)
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3288
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A
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(1)
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88825
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D
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Common Stock, $0.01 par value
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3/4/2018
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A
(3)
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17984
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A
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(3)
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106809
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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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Ford Stock Units
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(1)
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3/4/2018
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M
(1)
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3288
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(1)
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(1)
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Common Stock, $0.01 par value
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3288
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(1)
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0
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D
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Ford Stock Units
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(1)
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3/3/2018
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M
(1)
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4752
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(1)
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(1)
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Common Stock, $0.01 par value
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4752
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(1)
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4897
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D
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Ford Stock Units
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(1)
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3/2/2018
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M
(1)
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5082
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(1)
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(1)
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Common Stock, $0.01 par value
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5082
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(1)
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10320
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D
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Ford Stock Units
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(4)
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3/2/2018
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A
(4)
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76923
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(4)
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(4)
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Common Stock, $0.01 par value
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76923
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(4)
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76923
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D
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Explanation of Responses:
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(1)
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The reported transaction involved the conversion, without payment by me, of Ford Stock Units into shares of Common Stock under the Company's Long-Term Incentive Plan.
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(2)
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These shares were withheld by the Company to cover my income tax liability relating to March 2, 2018, March 3, 2018, and March 4, 2018 vesting of awards of Common Stock under the Company's Long-Term Incentive Plan. The amount withheld for taxes for each award was determined using the closing price of Ford stock on March 2, 2018.
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(3)
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These shares were acquired under the Company's Long-Term Incentive Plan without payment by me and are a final award related to a 2015 performance-based restricted stock unit opportunity.
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(4)
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These Ford Restricted Stock Units were acquired under the Company's Long-Term Incentive Plan without payment by me. These Ford Restricted Stock Units will be converted and distributed to me, without payment, in shares of Common Stock to the extent of 33% after one year from the date of grant (03/02/2018), 66% after two years, and in full after three years.
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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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Armstrong Steven R.
ONE AMERICAN ROAD
DEARBORN, MI 48126
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Group Vice President
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Signatures
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Jerome F. Zaremba,
Attorney-in-Fact
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3/6/2018
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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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