Statement of Changes in Beneficial Ownership (4)
2018年3月2日 - 7:54AM
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
*
COFELICE JOSEPH
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2. Issuer Name
and
Ticker or Trading Symbol
ATLANTIC POWER CORP
[
AT
]
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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)
EVP Commercial Development
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(Last)
(First)
(Middle)
C/O ATLANTIC POWER CORPORATION, 3 ALLIED DRIVE, SUITE 220
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3. Date of Earliest Transaction
(MM/DD/YYYY)
2/27/2018
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(Street)
DEDHAM, MA 02026
(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
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2/27/2018
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M
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23084
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A
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(1)
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614762
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D
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Common shares
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2/27/2018
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F
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11542
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D
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$2.01
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614762
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D
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Common shares
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2/27/2018
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M
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9932
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A
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(2)
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614762
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D
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Common shares
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2/27/2018
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F
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4966
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D
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$2.01
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614762
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D
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Common shares
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2/27/2018
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M
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35480
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A
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(3)
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614762
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D
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Common shares
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2/27/2018
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F
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17740
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D
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$2.01
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614762
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D
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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)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Notional shares
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(4)
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2/27/2018
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A
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199005
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(4)
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(4)
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Common shares
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199005
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(4)
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320345
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D
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Notional shares
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(5)
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2/27/2018
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M
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34626
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(5)
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(5)
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Common shares
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34626
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$2.01
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320345
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D
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Notional shares
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(6)
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2/27/2018
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M
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14898
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(6)
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(6)
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Common shares
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14898
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$2.01
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320345
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D
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Notional shares
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(7)
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2/27/2018
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M
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53221
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(7)
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(7)
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Common shares
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53221
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$2.01
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320345
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D
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Explanation of Responses:
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(1)
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The reporting person acquired shares pursuant to the vesting (disclosed on Table II) of notional shares awarded in 2015. Two thirds of the vested notional shares were settled in common shares and one third were settled in cash, which was deposited into the reporting persons applicable payroll tax withholding account.
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(2)
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The reporting person acquired shares pursuant to the vesting (disclosed on Table II) of notional shares awarded in 2016. Two thirds of the vested notional shares were settled in common shares and one third were settled in cash, which was deposited into the reporting persons applicable payroll tax withholding account.
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(3)
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The reporting person acquired shares pursuant to the vesting (disclosed on Table II) of notional shares awarded in 2017. Two thirds of the vested notional shares were settled in common shares and one third were settled in cash, which was deposited into the reporting persons applicable payroll tax withholding account.
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(4)
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Represents a grant of notional shares pursuant to the Company's Long-Term Incentive Plan (LTIP) in 2018 in respect of the 2017 performance year, which will vest ratably with respect to one-third on each of February 28, 2019, February 28, 2020 and February 28, 2021. Under the LTIP, each notional share represents a right to receive one-third in cash, which will be deposited into the reporting persons applicable payroll tax withholding account, and the remainder in common shares.
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(5)
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The reporting person vested in respect of one-third of the notional shares granted in 2015.
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(6)
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The reporting person vested in respect of one-third of the notional shares granted in 2016.
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(7)
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The reporting person vested in respect of one-third of the notional shares granted in 2017.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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COFELICE JOSEPH
C/O ATLANTIC POWER CORPORATION
3 ALLIED DRIVE, SUITE 220
DEDHAM, MA 02026
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EVP Commercial Development
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Signatures
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/s/ John S. Miele, attorney-in-fact
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3/1/2018
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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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