Statement of Changes in Beneficial Ownership (4)
October 13 2021 - 4:22PM
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
*
Stagno Christopher |
2. Issuer Name and Ticker or Trading Symbol
ASPEN TECHNOLOGY INC /DE/
[
AZPN
]
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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) SVP, Chief Accounting Officer |
(Last)
(First)
(Middle)
C/O ASPEN TECHNOLOGY, INC., 20 CROSBY DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
10/10/2021 |
(Street)
BEDFORD, MA 01730
(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) | 10/10/2021 | | A | | 1766 | A | $0 (2) | 4578 | 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 |
Explanation of Responses: |
(1) | Each Restricted Stock Unit represents a contingent right to receive one share of Aspen Technology, Inc. common stock. Vesting of these Restricted Stock Units is subject to the Closing under the Transaction Agreement and Plan of Merger dated as of October 10, 2021 by and among the Company, Emerson Electric Co., a Missouri corporation ("Emerson"), EMR Worldwide Inc., a Delaware corporation, Emersub CX, Inc., a Delaware corporation and Emersub CXI, Inc., a Delaware corporation. Twenty-five percent of the Restricted Stock Units shall vest upon the Closing and seventy-five percent of the Restricted Stock Units shall vest on the first day of the 18th month following the month in which the Closing occurs. |
(2) | The Restricted Stock Units were received as a grant for no consideration. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Stagno Christopher C/O ASPEN TECHNOLOGY, INC. 20 CROSBY DRIVE BEDFORD, MA 01730 |
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| SVP, Chief Accounting Officer |
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Signatures
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/s/F.G. Hammond, attorney-in-fact for Mr. Stagno | | 10/13/2021 |
**Signature of Reporting Person | Date |
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