0001051470-17-000003.txt : 20170104
0001051470-17-000003.hdr.sgml : 20170104
20170104171407
ACCESSION NUMBER: 0001051470-17-000003
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170101
FILED AS OF DATE: 20170104
DATE AS OF CHANGE: 20170104
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CROWN CASTLE INTERNATIONAL CORP
CENTRAL INDEX KEY: 0001051470
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 760470458
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1220 AUGUSTA DRIVE
STREET 2: SUITE 600
CITY: HOUSTON
STATE: TX
ZIP: 77057
BUSINESS PHONE: 7135703000
MAIL ADDRESS:
STREET 1: 1220 AUGUSTA DRIVE
STREET 2: SUITE 600
CITY: HOUSTON
STATE: TX
ZIP: 77057
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kavanagh Michael Joseph
CENTRAL INDEX KEY: 0001691933
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16441
FILM NUMBER: 17506885
MAIL ADDRESS:
STREET 1: 1220 AUGUSTA DRIVE SUITE 600
CITY: HOUSTON
STATE: TX
ZIP: 77057
3
1
wf-form3_148356803507902.xml
FORM 3
X0206
3
2017-01-01
0
0001051470
CROWN CASTLE INTERNATIONAL CORP
CCI
0001691933
Kavanagh Michael Joseph
1220 AUGUSTA DRIVE SUITE 600
HOUSTON
TX
77057
0
1
0
0
SVP & Chief Commercial Officer
Common Stock $0.01 Par Value
17602
D
Common Stock $0.01 Par Value
513
I
By 401(k)
Time RSUs
0.0
Common Stock
11520.0
D
Performance RSUs
0.0
Common Stock
11256.0
D
Time RSUs
0.0
Common Stock
1069.0
D
Performance RSUs
0.0
Common Stock
9938.0
D
Time RSUs
0.0
Common Stock
1918.0
D
Performance RSUs
0.0
Common Stock
10560.0
D
Time RSUs
0.0
Common Stock
3016.0
D
Represents shares previously acquired in transactions exempt under Rule 16b-3(c).
Each Restricted Stock Unit ("RSU") is issued pursuant to the Company's 2013 Long-Term Incentive Plan and represents a contingent right to receive one share of common stock, and vesting (i.e., forfeiture restriction termination) generally is subject to (i) the reporting person remaining an employee or director of the Company or its affiliates and (ii) the other criteria described in the footnotes below.
33 1/3% of these Time RSUs may vest on January 3 of each of 2018, 2019 and 2020.
0% to 100% of these Performance RSUs may vest on February 19, 2017 based upon the Company's total stockholder return ("TSR") performance ranking ("TSR Rank") relative to a peer group of companies approved by the Company's board of directors for the three year period ending December 31, 2016 ("Period 2017"). If the TSR Rank is at the 30th percentile or more up to the 55th percentile, then 33.34% to 66.67% of the Performance RSUs vest on a pro rata basis based upon the level of the TSR Rank (i.e., approximately an additional 1.3336% of the units vest for each 1.0 percentile increase in the TSR Rank above the 30th percentile up to the 55th percentile), with 66.67% of the Performance RSUs vesting at the 55th percentile. (Continued in Footnote 5)
(Continued from Footnote 3) If the TSR Rank is at the 55th percentile or more, then 66.67% to 100% of the Performance RSUs vest on a pro rata basis based upon the level of the TSR Rank (i.e., approximately an additional 0.95229% of the units vest for each 1.0 percentile increase in the TSR Rank above the 55th percentile up to the 90th percentile (or above)), with 100% of the units vesting at or above the 90th percentile. However, if the TSR is negative for the Period 2017 and the TSR Rank is at or above the 30th percentile, the percentage of units which vest shall be 33.34%. If the TSR Rank is below the 30th percentile, 100% of the Performance RSUs will be forfeited.
100% of these Time RSUs may vest on February 19, 2017.
0% to 100% of these Performance RSUs may vest on February 19, 2018 based upon the Company's TSR Rank relative to a peer group of companies approved by the Company's board of directors for the three year period ending February 12, 2018 ("Period 2018"). If the TSR Rank is at the 30th percentile or more up to the 55th percentile, then 33.34% to 66.67% of the Performance RSUs vest on a pro rata basis based upon the level of the TSR Rank (i.e., approximately an additional 1.3336% of the units vest for each 1.0 percentile increase in the TSR Rank above the 30th percentile up to the 55th percentile), with 66.67% of the Performance RSUs vesting at the 55th percentile. (Continued in Footnote 8)
(Continued from Footnote 7) If the TSR Rank is at the 55th percentile or more, then 66.67% to 100% of the Performance RSUs vest on a pro rata basis based upon the level of the TSR Rank (i.e., approximately an additional 0.95229% of the units vest for each 1.0 percentile increase in the TSR Rank above the 55th percentile up to the 90th percentile (or above)), with 100% of the units vesting at or above the 90th percentile. However, if the TSR is negative for the Period 2018 and the TSR Rank is at or above the 30th percentile, the percentage of units which vest shall be 33.34%. If the TSR Rank is below the 30th percentile, 100% of the Performance RSUs will be forfeited.
50% of these Time RSUs may vest on February 19 of each 2017 and 2018.
0% to 100% of these Performance RSUs may vest on February 19, 2019 based upon the Company's TSR Rank relative to a peer group of companies approved by the Company's board of directors for the three year period ending February 18, 2019 ("Period 2019"). If the TSR Rank is at the 30th percentile or more up to the 55th percentile, then 33.34% to 66.67% of the Performance RSUs vest on a pro rata basis based upon the level of the TSR Rank (i.e., approximately an additional 1.3336% of the units vest for each 1.0 percentile increase in the TSR Rank above the 30th percentile up to the 55th percentile), with 66.67% of the Performance RSUs vesting at the 55th percentile. (Continued in Footnote 11)
(Continued from Footnote 11) If the TSR Rank is at the 55th percentile or more, then 66.67% to 100% of the Performance RSUs vest on a pro rata basis based upon the level of the TSR Rank (i.e., approximately an additional 0.95229% of the units vest for each 1.0 percentile increase in the TSR Rank above the 55th percentile up to the 90th percentile (or above)), with 100% of the units vesting at or above the 90th percentile. However, if the TSR is negative for the Period 2019 and the TSR Rank is at or above the 30th percentile, the percentage of units which vest shall be 33.34%. If the TSR Rank is below the 30th percentile, 100% of the Performance RSUs will be forfeited.
33 1/3% of these Time RSUs may vest on February 19 of each of 2017, 2018 and 2019.
/s/ Michael Joseph Kavanagh
2017-01-04