0001127602-16-064941.txt : 20161018
0001127602-16-064941.hdr.sgml : 20161018
20161018171240
ACCESSION NUMBER: 0001127602-16-064941
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20161014
FILED AS OF DATE: 20161018
DATE AS OF CHANGE: 20161018
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ITC Holdings Corp.
CENTRAL INDEX KEY: 0001317630
STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911]
IRS NUMBER: 320058047
STATE OF INCORPORATION: MI
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 27175 ENERGY WAY
CITY: NOVI
STATE: MI
ZIP: 48377
BUSINESS PHONE: 248-946-3000
MAIL ADDRESS:
STREET 1: 27175 ENERGY WAY
CITY: NOVI
STATE: MI
ZIP: 48377
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Welch Joseph L
CENTRAL INDEX KEY: 0001333105
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32576
FILM NUMBER: 161941406
MAIL ADDRESS:
STREET 1: 39500 ORCHARD HILL PLACE
STREET 2: SUITE 200
CITY: NOVI
STATE: MI
ZIP: 48375
4
1
form4.xml
PRIMARY DOCUMENT
X0306
4
2016-10-14
0001317630
ITC Holdings Corp.
ITC
0001333105
Welch Joseph L
27175 ENERGY WAY
NOVI
MI
48377
1
1
Chairman, President & CEO
Common Stock Without Par Value
2016-10-14
4
D
0
1775894
D
87324
D
Common Stock Without Par Value
2016-10-14
4
D
0
87324
45.72
D
0
D
Common Stock Without Par Value
2016-10-14
4
A
0
41456.2113
0
A
41456.2113
D
Common Stock Without Par Value
2016-10-14
4
D
0
41456.2113
45.72
D
0
D
Common Stock Without Par Value
2016-10-14
4
D
0
377700
D
0
I
Held by Spouse's Trust
Employee Stock Option (Right to Buy)
14.2733
2016-10-14
4
D
0
97152
45.72
D
2017-08-15
Common Stock Without Par Value
97152
0
D
Employee Stock Option (Right to Buy)
18.96
2016-10-14
4
D
0
54861
45.72
D
2018-08-13
Common Stock Without Par Value
54861
0
D
Employee Stock Option (Right to Buy)
13.79
2016-10-14
4
D
0
46533
45.72
D
2019-05-19
Common Stock Without Par Value
46533
0
D
Employee Stock Option (Right to Buy)
17.49
2016-10-14
4
D
0
76632
45.72
D
2020-05-18
Common Stock Without Par Value
76632
0
D
Employee Stock Option (Right to Buy)
24.05
2016-10-14
4
D
0
76440
45.72
D
2021-05-25
Common Stock Without Par Value
76440
0
D
Employee Stock Option (Right to Buy)
23.5867
2016-10-14
4
D
0
145566
45.72
D
2022-05-22
Common Stock Without Par Value
145566
0
D
Employee Stock Option (Right to Buy)
29.31
2016-10-14
4
D
0
112386
45.72
D
2023-05-14
Common Stock Without Par Value
112386
0
D
Employee Stock Option (Right to Buy)
36.73
2016-10-14
4
D
0
86956
45.72
D
2024-05-20
Common Stock Without Par Value
86956
0
D
Employee Stock Option (Right to Buy)
35.91
2016-10-14
4
D
0
140044
45.72
D
2025-05-19
Common Stock Without Par Value
140044
0
D
Pursuant to the Agreement and Plan of Merger among FortisUS Inc., Element Acquisition Sub Inc., Fortis Inc., and ITC Holdings Corp., dated as of February 9, 2016 (the "Merger Agreement"), at the effective time of the merger (the "Effective Time), each outstanding share converted into the right to receive US$22.57 plus .7520 of a share of Fortis Inc. stock, which fractional share had a market value of US$29.84 at the Effective Time.
Reporting Person held unvested restricted shares granted in 2014, 2015 and 2016 with time-based performance criteria. Pursuant to the Merger Agreement, these shares became vested at the Effective Time and converted into the right to receive cash.
Reporting Person held performance shares granted in 2015 that, along with related dividend equivalents, would vest based on the satisfaction of certain performance criteria. Pursuant to the Merger Agreement, these shares became vested at the Effective Time and converted into the right to receive cash.
The options vest in five equal installments on August 15, 2008, 2009, 2010, 2011 and 2012.
These stock options become exercisable in five equal annual installments beginning on the first anniversary of the grant date so long as the recipient remains an employee.
Option was cancelled at the Effective Time pursuant to the Merger Agreement in exchange for the right to receive cash.
The options vest in three equal installments on August 13, 2009, 2010 and 2011.
These stock options become exercisable in three equal installments beginning on the first anniversary of the grant date so long as the recipient remains an employee.
The options vest in three equal installments on May 19, 2010, 2011 and 2012.
The options vest in three equal installments on May 18, 2011, 2012 and 2013.
These stock options were granted on May 20, 2014 and become exercisable in three equal installments beginning on the first anniversary of the grant date so long as the recipient remains an employee.
These stock options become exercisable in three equal installments beginning on the first anniversary of the grant date so long as the recipient remains an employee.
These stock options were granted on May 19, 2015 and become exercisable in three equal installments beginning on the first anniversary of the grant date so long as the recipient remains an employee.
Joseph L. Welch
2016-10-18