Statement of Changes in Beneficial Ownership (4)
February 18 2021 - 2:04PM
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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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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INGERSOLL ELLEN M |
2. Issuer Name and Ticker or Trading Symbol
VIAD CORP
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VVI
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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) Chief Financial Officer |
(Last)
(First)
(Middle)
1850 N. CENTRAL AVE., SUITE 1900 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/16/2021 |
(Street)
PHOENIX, AZ 85004
(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 | 2/16/2021 | | A | | 21428 (1) | A | $0.00 | 29919 | D | |
Common Stock | | | | | | | | 8491 | D | |
Common Stock | | | | | | | | 108149 (2) | I | Family Trust |
Common Stock | | | | | | | | 5921.8721 (3) | I | 401K |
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) | Represents Performance-Based Restricted Stock Units ("PRSUs") granted on February 16, 2021 pursuant to the 2017 Viad Corp Omnibus Incentive Plan. The PRSUs will become earned based on the achievement of certain stock price goals at any time between the grant date and December 31, 2024. Any PRSUs that become earned will vest on December 31, 2024, subject to Ms. Ingersolls continued employment. The PRSUs are payable in shares of VVI common stock on a one-for-one basis upon vesting. |
(2) | Includes 37,922 shares previously held directly, with 12,000 shares transferred to the Family Trust in November 2019, and 25,922 shares transferred to the Family Trust in February 2020, and are now owned indirectly. |
(3) | Between February 2020 and February 2021, the reporting person acquired 245.076 shares of VVI common stock under the Viad Corp 401(k) plan. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
INGERSOLL ELLEN M 1850 N. CENTRAL AVE., SUITE 1900 PHOENIX, AZ 85004 |
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| Chief Financial Officer |
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Signatures
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/s/ Derek P. Linde as Attorney-in-Fact | | 2/18/2021 |
**Signature of Reporting Person | Date |
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