FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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
                      

1. Name and Address of Reporting Person *

Helsel Christopher P

2. Date of Event Requiring Statement (MM/DD/YYYY)
1/1/2019 

3. Issuer Name and Ticker or Trading Symbol

GOODYEAR TIRE & RUBBER CO /OH/ [GT]

(Last)        (First)        (Middle)

200 INNOVATION WAY

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            _____ 10% Owner
___ X ___ Officer (give title below)          _____ Other (specify below)
VP Chief Technology Officer /

(Street)

AKRON, OH 44316       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock   324   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
2013 Plan Restricted Stock Units   (1)   (2)   (2) Common Stock   220     (2) D    
2013 Plan Restricted Stock Units   (1)   (3)   (3) Common Stock   184     (3) D    
2017 Plan Restricted Stock Units   (4)   (5)   (5) Common Stock   462     (5) D    
2017 Plan Restricted Stock Units   (4)   (6)   (6) Common Stock   5637     (6) D    
2017 Plan Performance Shares   (7)   (7)   (7) Common Stock   3688     (7) D    

Explanation of Responses:
(1)  Restricted Stock Units, each equivalent to a share of common stock, granted under the 2013 Performance Plan.
(2)  The Restricted Stock Units vest and convert into shares of common stock on February 22, 2019.
(3)  The Restricted Stock Units vest and convert into shares of common stock on February 27, 2020.
(4)  Restricted Stock Units, each equivalent to a share of common stock, granted under the 2017 Performance Plan.
(5)  The Restricted Stock Units vest and convert into shares of common stock on October 9, 2020.
(6)  The Restricted Stock Units vest and convert into shares of common stock on February 26, 2021.
(7)  Performance Share Unit grant under the 2017 Performance Plan, contingently payable (to the extent earned) 100% in shares of common stock in February 2021. The number of Units paid, which can range from 0% to 200% of the Units reported on this Form 4, depends on the attainment of certain performance targets over a 3-year period ending December 31, 2020, and is subject to further increase or decrease of up to 20% based on the Company's total shareholder return vs. the S&P 500 over the 3-year period ending December 31, 2020.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Helsel Christopher P
200 INNOVATION WAY
AKRON, OH 44316


VP Chief Technology Officer

Signatures
/s/ Daniel T Young, signing as an attorney-in-fact and agent duly authorized to execute this Form 3 on behalf of Christopher P Helsel pursuant to a Power of Attorney dated 1/3/19, a copy of which is filed herewith. 1/11/2019
** 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 5(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 control number.
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