Statement of Changes in Beneficial Ownership (4)
March 06 2020 - 4:32PM
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
*
Schmid Gerrard |
2. Issuer Name and Ticker or Trading Symbol
DIEBOLD NIXDORF, Inc
[
DBD
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President and CEO |
(Last)
(First)
(Middle)
C/O DIEBOLD NIXDORF, INCORPORATED, 5995 MAYFAIR ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/6/2020 |
(Street)
NORTH CANTON, OH 44720
(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 Shares | | | | | | | | 10000 | I | By Spouse |
Common Shares | 3/6/2020 | | P | | 10000 | A | $5.6876 | 578856 (1) | 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 |
Non-Qualified Stock Option (2) | $15.35 | | | | | | | 2/20/2019 | 2/20/2028 | Common Shares | 192049.0 | | 192049 | D | |
Non-Qualified Stock Option (3) | $4.49 | | | | | | | 1/29/2020 | 1/29/2029 | Common Shares | 676814.0 | | 676814 | D | |
Non-Qualified Stock Option (3) | $13.98 | | | | | | | 4/25/2020 | 4/25/2029 | Common Shares | 34678.0 | | 34678 | D | |
Performance Share Units | (4) | | | | | | | (4) | 4/25/2022 | Common Shares | 56059.0 | | 56059 | D | |
Non-Qualified Stock Option (3) | $13.15 | | | | | | | 1/30/2021 | 1/30/2030 | Common Shares | 253907.0 | | 253907 | D | |
Explanation of Responses: |
(1) | Number includes restricted stock units. |
(2) | Option is generally exercisable in annual increments of 1/3, 1/3, 1/3 beginning one year from the date of grant. |
(3) | Granted under the 2017 Equity and Performance Incentive Plan; option is generally exercisable in annual increments of 1/3, 1/3, 1/3 beginning one year from the date of grant. |
(4) | Award subject to a three-year performance period during which the Company's stock price must appreciate at least 25% in order for the grant to vest. Performance will be measured on the anniversaries of the grant date, and the award will vest upon the first achievement of the performance, but will payout in shares on a pro-rata annual basis after performance is satisfied. If the stock performance condition is not met by the third anniversary of the date of grant, then the entire award is forfeited. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Schmid Gerrard C/O DIEBOLD NIXDORF, INCORPORATED 5995 MAYFAIR ROAD NORTH CANTON, OH 44720 | X |
| President and CEO |
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Signatures
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Jonathan B. Leiken, Attorney-in-fact for Gerrard Schmid | | 3/6/2020 |
**Signature of Reporting Person | Date |
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