Statement of Changes in Beneficial Ownership (4)
June 16 2020 - 11:12AM
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).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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
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1. Name and Address of Reporting Person
*
Naujokas Leonard Frank |
2. Issuer Name and Ticker or Trading Symbol
VOLT INFORMATION SCIENCES, INC.
[
VOLT
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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) Controller & CAO |
(Last)
(First)
(Middle)
C/O VOLT INFORMATION SCIENCES, INC., 2401 N. GLASSELL ST. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/14/2020 |
(Street)
ORANGE, CA 92865
(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 | 6/14/2020 | | M | | 1640 | A | (1) | 11791 | D | |
Common Stock | 6/14/2020 | | D | | 1640 | D | $0.95 | 10151 | D | |
Common Stock | 6/14/2020 | | M | | 1563 | A | (2) | 11714 | D | |
Common Stock | 6/14/2020 | | A | | 3456 | A | (3) | 15170 | D | |
Common Stock | 6/14/2020 | | M | | 2304 | A | (4) | 17474 | 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 |
Phantom Stock | (1) | 6/14/2020 | | M | | | 1640 | (5) | (5) | Common Stock | 1640.0 | $0 | 0 | D | |
Restricted Stock Unit | (6) | 6/14/2020 | | M | | | 1563 | (2) | (2) | Common Stock | 1563.0 | $0 | 1562 | D | |
Restricted Stock Unit | (6) | 6/14/2020 | | M | | | 2304 | (4) | (4) | Common Stock | 2304.0 | $0 | 4609 | D | |
Explanation of Responses: |
(1) | Each phantom unit is the economic equivalent of one share of the registrant's common stock. |
(2) | On June 14, 2018, the reporting person was granted 4,688 restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the registrant's common stock or the cash value thereof, subject to a cap on the value received. The restricted stock units vest ratably on each of the first three anniversaries of the grant date. |
(3) | On June 14, 2019, the reporting person was granted 6,912 performance stock units. The performance units are eligible to vest 1/3 in each of the three years following the grant date based on the Company's achievement of certain financial performance goals measured over the applicable fiscal year performance period. At the maximum level of achievement, up to 150% of the units granted are eligible to vest. Each performance stock unit represents a contingent right to receive one share of the registrant's common stock. |
(4) | On June 14, 2019, the reporting person was granted 6,913 restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the registrant's common stock. The restricted stock units vest ratably on each of the first three anniversaries of the grant date. |
(5) | On June 14, 2017, the reporting person was granted 4,918 phantom units payable in cash. The phantom units vest ratably on each of the first three anniversaries of the grant date. |
(6) | Restricted stock units convert into common stock on a one-for-one basis. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Naujokas Leonard Frank C/O VOLT INFORMATION SCIENCES, INC. 2401 N. GLASSELL ST. ORANGE, CA 92865 |
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| Controller & CAO |
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Signatures
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/s/ Nancy T. Avedissian, Attorney-in-Fact | | 6/16/2020 |
**Signature of Reporting Person | Date |
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