Statement of Changes in Beneficial Ownership (4)
May 07 2021 - 4:22PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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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RABAUT THOMAS W |
2. Issuer Name and Ticker or Trading Symbol
Allison Transmission Holdings Inc
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ALSN
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
ONE ALLISON WAY |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/5/2021 |
(Street)
INDIANAPOLIS, IN 46222
(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 (1) | 5/5/2021 | | A | | 499 | A | $0 (2) | 50813 | D | |
Common Stock (3) | 5/5/2021 | | M | | 3664 (4) | A | $0 | 54477 | D | |
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) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted Stock Units | (5) | 5/5/2021 | | M | | | 3600 | (6) | (6) | Common Stock | 3600 | $0 | 0 | D | |
Dividend Equivalent Rights | (7) | 5/5/2021 | | M | | | 64 | (8) | (8) | Common Stock | 64 | $0 | 39 | D | |
Restricted Stock Units (9) | (5) | 5/6/2021 | | A | | 2927 | | (10) | (10) | Common Stock | 2927 | $0 (11) | 2927 | D | |
Explanation of Responses: |
(1) | These shares represent a quarterly payment of the reporting person's annual retainer under the Allison Transmission Holdings, Inc. (the "Company") Fifth Amended and Restated Non-Employee Director Compensation Policy ("Policy"). The annual retainer is paid quarterly in arrears in cash or common stock at the reporting person's discretion. |
(2) | The number of shares of common stock received was calculated based on $42.57, which was the closing price of the Company's common stock on the date of grant. |
(3) | Settlement of restricted stock units ("RSUs") and related dividend equivalent. |
(4) | Includes 64 dividend equivalents. |
(5) | Each RSU represents a contingent right to receive one share of the Company's common stock. |
(6) | On May 6, 2020, the reporting person was granted 3,600 RSUs that vested on May 5, 2021. |
(7) | Each dividend equivalent right is the economic equivalent of one share of the Company's common stock. |
(8) | The dividend equivalent rights accrued on previously awarded RSUs and vested on May 5,2021. |
(9) | The RSUs respresent the reporting person's annual equity award under the Policy. |
(10) | The RSUs vest on the date of the next annual meeting of the stockholders of the Company. Unvested RSUs earn dividend equivalents when dividends are declared on the Company's common stock. |
(11) | The number of RSUs received was calculated based on $44.40, which was the closing price of the Company's common stock on the date of grant. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
RABAUT THOMAS W ONE ALLISON WAY INDIANAPOLIS, IN 46222 | X |
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Signatures
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/s/ Jacalyn C. Bolles, attorney-in-fact | | 5/7/2021 |
**Signature of Reporting Person | Date |
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