0001127602-18-011286.txt : 20180312 0001127602-18-011286.hdr.sgml : 20180312 20180312203024 ACCESSION NUMBER: 0001127602-18-011286 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20180301 FILED AS OF DATE: 20180312 DATE AS OF CHANGE: 20180312 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fernandes Larry CENTRAL INDEX KEY: 0001733491 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13397 FILM NUMBER: 18684990 MAIL ADDRESS: STREET 1: 5 WESTBROOK CORPORATE CENTER CITY: WESTCHESTER STATE: IL ZIP: 60154 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Ingredion Inc CENTRAL INDEX KEY: 0001046257 STANDARD INDUSTRIAL CLASSIFICATION: GRAIN MILL PRODUCTS [2040] IRS NUMBER: 223514823 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5 WESTBROOK CORPORATE CENTER CITY: WESTCHESTER STATE: IL ZIP: 60154 BUSINESS PHONE: 7085512600 MAIL ADDRESS: STREET 1: INGREDION INCORPORATED STREET 2: 5 WESTBROOK CORPORATE CENTER CITY: WESTCHESTER STATE: IL ZIP: 60154 FORMER COMPANY: FORMER CONFORMED NAME: CORN PRODUCTS INTERNATIONAL INC DATE OF NAME CHANGE: 19970917 3 1 form3.xml PRIMARY DOCUMENT X0206 3 2018-03-01 0 0001046257 Ingredion Inc INGR 0001733491 Fernandes Larry 5 WESTBROOK CORPORATE CENTER WESTCHESTER IL 60154 1 Sr VP and Chief Commercial Off Common Stock 12938.4574 D Common Stock 4587.9 I By 401(k) Plan Employee Stock Options (Right to Buy) 47.95 2021-02-07 Common Stock 2200 D Employee Stock Options (Right to Buy) 55.95 2022-02-06 Common Stock 3000 D Employee Stock Options (Right to Buy) 66.07 2023-02-04 Common Stock 3044 D Employee Stock Options (Right to Buy) 59.58 2024-02-03 Common Stock 6746 D Employee Stock Options (Right to Buy) 82.28 2025-02-02 Common Stock 4738 D Employee Stock Options (Right to Buy) 99.96 2026-02-01 Common Stock 4700 D Employee Stock Options (Right to Buy) 118.97 2027-02-06 Common Stock 3799 D Employee Stock Options (Right to Buy) 130.30 2028-02-05 Common Stock 5005 D Includes 4,762.3814 restricted stock units ("RSUs") issued under the Ingredion Incorporated Stock Incentive Plan. The RSUs may be settled only in shares of common stock (one share per RSU). 3,148.2323 RSUs will vest on January 1, 2019; 568.1407 RSUs will vest on February 2, 2019; 470.0084 RSUs will vest on February 7, 2020 and 576 RSUs will vest on February 6, 2021. In the event of termination of employment due to (a) death, (b) disability or (c) retirement on or after (i) age 65, (ii) age 62 with 5 years of service or (iii) age 55 with 10 years of service, the RSUs will vest on a pro-rata basis using the number of full months employed during the thirty-six month vesting period. Notwithstanding the foregoing, in the event of such retirement on or after February 6, 2019, the RSUs granted on February 6, 2018 will vest on February 6, 2021. Includes RSUs acquired through deemed dividend reinvestment. RSUs acquired through deemed dividend reinvestment vest on the dates when the RSUs with respect to which they are deemed dividends vest. The grant of options which included these options vested in three equal annual installments on February 8, 2012, 2013 and 2014. These options vested in three equal annual installments on February 7, 2013, 2014 and 2015. These options vested in three equal annual installments on February 5, 2014, 2015 and 2016. These options vested in three equal annual installments on February 4, 2015, 2016 and 2017. These options vested in three equal annual installments on February 3, 2016, 2017 and 2018. Two thirds of these options vested in equal annual installments on February 2, 2017 and 2018, and the remaining one third of these options will vest on February 2, 2019. One third of these options vested on February 7, 2018, and the remaining two thirds of these options will vest in equal annual installments on February 7, 2019 and 2020. These options will vest in three equal annual installments on February 6, 2019, 2020 and 2021. Exhibit List Exhibit 24-Power of Attorney Christine M. Castellano, Attorney-in-Fact 2018-03-12 EX-24 2 doc1.txt POWER OF ATTORNEY (PUBLIC): EXHIBIT 24 EXHIBIT 24 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Christine M. Castellano and John E. Lowe, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC; (2) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Ingredion Incorporated (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder, and any other forms or reports the undersigned may be required to file in connection with the undersigned's ownership, acquisition, or disposition of securities of the Company; (3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, or other form or report, and timely file such form or report with the SEC and any stock exchange or similar authority; and (4) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in- fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys- in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 1 day of March, 2018. /s/Larry Fernandes Larry Fernandes