SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Mielke Daniela

(Last)

(First)

(Middle)

C/O VANTIV, INC.

8500 GOVERNOR'S HILL DRIVE

(Street)

CINCINNATI

45249-1384

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Vantiv, Inc. [ VNTV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Ch. Strategy & Product Officer

3. Date of Earliest Transaction (Month/Day/Year)
10/21/2015

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	10/21/2015		M		8,562	A	$0⁽¹⁾	13,229	D
Class A Common Stock	10/21/2015		F		3,693	D	$45.85	9,536	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units 2013	⁽²⁾	10/21/2015		M			8,562	⁽³⁾	⁽³⁾	Class A Common Stock	8,562	$0	17,123	D
Restricted Stock Units 2	⁽¹⁾							⁽⁴⁾	⁽⁴⁾	Class A Common Stock	10,173		10,173	D
Restricted Stock Units 2014	⁽¹⁾							⁽⁵⁾	⁽⁵⁾	Class A Common Stock	3,385		3,385	D
Employee Stock Option (right to buy)	$31.02							⁽⁶⁾	02/18/2024	Class A Common Stock	30,871		30,871	D
Employee Stock Option (right to buy)	$37.1							⁽⁷⁾	02/24/2025	Class A Common Stock	28,985		28,985	D

Explanation of Responses:

1. Restricted stock units convert into Class A Common Stock on a one-for-one basis.

2. Each restricted stock unit represents a contingent right to receive one share of Vantiv, Inc. Class A Common Stock

3. On October 21, 2013, the reporting person was granted 34,246 restricted stock units, vesting in four equal (subject to rounding) annual installments beginning October 21, 2014.

4. On February 3, 2014, the reporting person was granted 13,563 restricted stock units, vesting in four equal (subject to rounding) annual installments beginning on February 3, 2015.

5. On February 18, 2014, the reporting person was granted 4,513 restricted stock units, vesting in four equal (subject to rounding) annual installments beginning on February 18, 2015.

6. The option vests in four equal (subject to rounding) annual installments beginning February 18, 2015.

7. The option vests in four equal annual installments beginning February 24, 2016.

Remarks:

	/s/ Jared M. Warner, attorney-in-fact for Daniela Mielke	10/23/2015
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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