12/10/2024 | Press release | Distributed by Public on 12/10/2024 18:00
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units | (6) | 12/06/2024 | M | 37(2) | (2) | 02/22/2026 | Common Stock | 37 | (2) | 2,434 | D | ||||
Restricted Stock Units | (6) | 12/06/2024 | M | 36(3) | (3) | 02/22/2027 | Common Stock | 36 | (3) | 2,831 | D | ||||
Restricted Stock Units | (6) | 12/06/2024 | M | 41(1) | (1) | 02/23/2025 | Common Stock | 41 | (1) | 2,661 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Lavan Maryanne 6801 ROCKLEDGE DRIVE BETHESDA, MD 20817 |
SVP & General Counsel |
Maryanne R. Lavan, by John E. Stevens, Attorney-in-fact | 12/10/2024 |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Represents the accelerated vesting of shares received upon the conversion of a portion of restricted stock units (RSUs) granted on February 23, 2022, with a value equal to the tax withholding obligation of the retirement-eligible reporting person and disposition to the Issuer of such shares to satisfy the tax withholding obligation of the reporting person, which transactions are exempt under Rule 16b-3. The balance of the RSUs remains subject to continued vesting in the event the reporting person retires before the third anniversary of the grant date. |
(2) | Represents the accelerated vesting of shares received upon the conversion of a portion of restricted stock units (RSUs) granted on February 22, 2023, with a value equal to the tax withholding obligation of the retirement-eligible reporting person and disposition to the Issuer of such shares to satisfy the tax withholding obligation of the reporting person, which transactions are exempt under Rule 16b-3. The balance of the RSUs remains subject to continued vesting in the event the reporting person retires before the third anniversary of the grant date. |
(3) | Represents the accelerated vesting of shares received upon the conversion of a portion of restricted stock units (RSUs) granted on February 22, 2024, with a value equal to the tax withholding obligation of the retirement-eligible reporting person and disposition to the Issuer of such shares to satisfy the tax withholding obligation of the reporting person, which transactions are exempt under Rule 16b-3. The balance of the RSUs remains subject to continued vesting in the event the reporting person retires before the third anniversary of the grant date. |
(4) | Disposition to the Issuer of shares to satisfy the Reporting Person's tax withholding obligation upon vesting and settlement of stock units which is exempt under Rule 16b-3. |
(5) | Holdings as of reportable transaction date include additional acquisitions through dividend reinvestment. |
(6) | Restricted stock units convert to common stock on a one-for-one basis. |