Statement of Changes in Beneficial Ownership (4)
March 17 2022 - 04:11PM
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 * Rouquet Jerome |
2. Issuer Name and Ticker or Trading
Symbol VISTEON CORP [ VC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)_____
Director _____
10% Owner
__X__ Officer (give title
below) _____ Other
(specify below)
Senior Vice President & CFO |
(Last)
(First)
(Middle)
VISTEON CORPORATION, ONE VILLAGE CENTER DRIVE |
3. Date of Earliest Transaction (MM/DD/YYYY)
3/15/2022
|
(Street)
VAN BUREN TOWNSHIP, MI 48111
(City)
(State)
(Zip)
|
4. 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 Acquired, Disposed of, or
Beneficially Owned
|
1.Title of Security
(Instr. 3) |
2. Trans. Date |
2A. Deemed Execution Date, if any |
3. Trans. Code
(Instr. 8) |
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) |
5. Amount of Securities Beneficially Owned Following
Reported Transaction(s)
(Instr. 3 and 4) |
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4) |
7. Nature of Indirect Beneficial Ownership (Instr.
4) |
Code |
V |
Amount |
(A) or (D) |
Price |
Common Stock |
3/15/2022 (1) |
|
M |
|
1289 |
A |
(1) |
6169 |
D |
|
Common Stock |
3/15/2022 (2) |
|
F |
|
369 |
D |
$100.18 |
5800 |
D |
|
Common Stock |
3/15/2022 (1) |
|
M |
|
1251 |
A |
(1) |
7051 |
D |
|
Common Stock |
3/15/2022 (2) |
|
F |
|
358 |
D |
$100.74 |
6693 |
D |
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible
securities)
|
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 |
(1) |
3/15/2022 |
|
M |
|
|
1289 |
(3) |
3/15/2023 |
Common Stock |
1289 |
(1) |
1290 |
D |
|
Restricted Stock Units |
(1) |
3/15/2022 |
|
M |
|
|
1251 |
(3) |
3/15/2024 |
Common Stock |
1251 |
(1) |
2054 |
D |
|
Explanation of
Responses: |
(1) |
Each Restricted Stock Unit,
which is the economic equivalent of one share of Visteon common
stock, automatically vested on March 15, 2022 and was converted and
paid to me in common stock without any election or action on my
part. The value of each share was based on the fair market value of
Visteon common stock as of March 15, 2022. |
(2) |
These shares were withheld
by Visteon to satisfy income tax withholding obligations arising in
connection with the vesting of certain Restricted Stock Units. The
value of each share was based on the fair market value of Visteon
common stock as of March 15, 2022. |
(3) |
Restricted Stock Units vest
to the extent of 33% of the units granted on the following March
15th of each year after the date of grant. Each Restricted Stock
Unit will be converted and distributed to me, without payment, in
stock upon vesting and based upon the then current market value of
a share of Visteon common stock, subject to tax
withholding. |
Reporting
Owners
|
Reporting Owner Name / Address |
Relationships
|
Director |
10% Owner |
Officer |
Other |
Rouquet Jerome
VISTEON CORPORATION
ONE VILLAGE CENTER DRIVE
VAN BUREN TOWNSHIP, MI 48111 |
|
|
Senior Vice President & CFO |
|
Signatures
|
Heidi A. Sepanik, Secretary, Visteon Corporation
on behalf of Jerome J. Rouquet |
|
3/17/2022 |
**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 4(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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