Statement of Changes in Beneficial Ownership (4)
05 3월 2020 - 6:26AM
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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OMB Number:
3235-0287
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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
*
REILLY MICHAEL FRANCIS |
2. Issuer Name and Ticker or Trading Symbol
AMBAC FINANCIAL GROUP INC
[
AMBC
]
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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) Senior Managing Director |
(Last)
(First)
(Middle)
AMBAC FINANCIAL GROUP, INC., ONE WORLD TRADE CENTER, 41ST FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/2/2020 |
(Street)
NEW YORK, NY 10007
(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 | 3/2/2020 | | M | | 12691 (1) | A | $0 | 33335 | D | |
Common Stock | 3/2/2020 | | F | | 4424 (2) | D | $19.85 | 28911 | D | |
Common Stock | 3/2/2020 | | M | | 2095 (3) | A | $0 | 31006 | D | |
Common Stock | 3/2/2020 | | F | | 662 (4) | D | $19.85 | 30344 | D | |
Common Stock | 3/2/2020 | | M | | 2025 (5) | A | $0 | 32369 | D | |
Common Stock | 3/2/2020 | | F | | 640 (6) | D | $19.85 | 31729 | 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 |
Deferred Share Units | (7) | 3/2/2020 | | M | | | 2095 | (3) | (3) | Common Stock | 2095.0 | $0 | 3446 | D | |
Restricted Stock Units | (8) | 3/2/2020 | | M | | | 2025 | (5) | (5) | Common Stock | 2025.0 | $0 | 8356 | D | |
Explanation of Responses: |
(1) | The reporting person acquired 12,691 shares of common stock of Ambac Financial Group, Inc. (the "Company") upon the simultaneous vesting and settlement of the reporting person's 2017 Long Term Incentive Plan ("2017 LTIP") award, which had a three year performance period and vested on March 2, 2020. |
(2) | As part of the vesting and settlement of the 2017 LTIP, 4,424 shares of common stock were withheld by the Company to satisfy certain tax withholding obligations. |
(3) | On March 2, 2020 there were 2,095 deferred share units ("DSUs") that settled, and were converted into shares of common stock of the Company. |
(4) | Represents DSUs that were converted into shares of common stock and withheld by the Company to satisfy certain tax withholding obligations. |
(5) | On March 2, 2020 there were 2,025 restricted stock units ("RSUs") that settled, and were converted into shares of common stock of the Company. |
(6) | Represents RSUs that were converted into shares of common stock and withheld by the Company to satisfy certain tax withholding obligations. |
(7) | Each DSU represents a contingent right to receive one share of common stock of the Company. |
(8) | Each RSU represents a contingent right to receive one share of the Company's common stock. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
REILLY MICHAEL FRANCIS AMBAC FINANCIAL GROUP, INC. ONE WORLD TRADE CENTER, 41ST FLOOR NEW YORK, NY 10007 |
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| Senior Managing Director |
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Signatures
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William J. White, attorney-in-fact | | 3/4/2020 |
**Signature of Reporting Person | Date |
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