0001140361-17-046265.txt : 20171214
0001140361-17-046265.hdr.sgml : 20171214
20171214172104
ACCESSION NUMBER: 0001140361-17-046265
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20171212
FILED AS OF DATE: 20171214
DATE AS OF CHANGE: 20171214
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Le Brun Christian
CENTRAL INDEX KEY: 0001373568
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33118
FILM NUMBER: 171256980
MAIL ADDRESS:
STREET 1: C/O ORBCOMM INC.
STREET 2: 395 W PASSAIC STREET, SUITE 325
CITY: ROCHELLE PARK
STATE: NJ
ZIP: 07662
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ORBCOMM Inc.
CENTRAL INDEX KEY: 0001361983
STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899]
IRS NUMBER: 412118289
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 395 W PASSAIC STREET, SUITE 325
CITY: ROCHELLE PARK
STATE: NJ
ZIP: 07662
BUSINESS PHONE: 703-433-6300
MAIL ADDRESS:
STREET 1: 395 W PASSAIC STREET, SUITE 325
CITY: ROCHELLE PARK
STATE: NJ
ZIP: 07662
4
1
form4.xml
FORM 4
X0306
4
2017-12-12
0001361983
ORBCOMM Inc.
ORBC
0001373568
Le Brun Christian
C/O ORBCOMM INC.
395 W PASSAIC STREET, SUITE 325
ROCHELLE PARK
NJ
07662
true
EVP & General Counsel
Common Stock
71980
D
Restricted Stock Unit (Performance Vested)
0
2017-12-12
4
A
0
6263
0
A
Common Stock
6263
6263
D
Restricted Stock Unit (Time Vested)
0
2017-12-12
4
A
0
6262
0
A
Common Stock
6262
6262
D
Performance Right (Performance Unit Award)
2017-12-12
4
A
0
0
0
A
Common Stock
0
D
Stock Appreciation Right
6.6
Common Stock
23000
23000
D
Stock Appreciation Right
5.92
Common Stock
23000
23000
D
Stock Appreciation Right
2.46
Common Stock
75000
75000
D
Stock Appreciation Right
2.46
Common Stock
18250
18250
D
Stock Appreciation Right
3.65
Common Stock
17500
17500
D
Stock Appreciation Right
3.42
Common Stock
16406
16406
D
Stock Appreciation Right
2.74
Common Stock
50000
50000
D
Stock Appreciation Right
3.53
Common Stock
40000
40000
D
Restricted Stock Unit (Performance Vested)
0
Common Stock
6823
6823
D
Restricted Stock Unit (Time Vested)
0
Common Stock
6823
6823
D
Performance Right (Performance Unit Award)
Common Stock
0
D
Performance Right (Performance Unit Award)
Common Stock
0
D
Performance Right (Performance Unit Award)
Common Stock
0
D
Each Performance Vested Restricted Stock Unit ("PV RSU") represents the right to receive one share of common stock or its cash equivalent. The PV RSU will vest based on the achievement by the employee and/or ORBCOMM Inc. (the "Company") of certain performance targets for fiscal year 2018.
Each Time Vested Restricted Stock Unit ("TV RSU") represents the right to receive one share of common stock or its cash equivalent on the vesting date, January 1, 2019.
The 2018 Performance Unit Award ("PUA") represents the right to receive up to 45% of the reporting person's 2018 base salary, in cash, common stock or a combination of both, as determined by the Committee. The 2018 PUA is allocated in 3 equal amounts (15% of 2018 base salary) to each of 2018, 2019 and 2020 and will vest and be payable only if the stock price reaches specified price targets as of 12/31 of each year and the reporting person is employed by the Company as of the vesting and payment dates. No portion of the 2018 PUA will vest if the threshold stock price is not reached for that year. If the stock price is above the threshold level for that year, the amount of the 2018 PUA that vests and is payable will increase up to the maximum portion of the 2018 PUA allocated to that year. The market price of the Company's common stock as of 12/31 of each year will be based on average daily closing prices of the common stock for the 20 trading days immediately prior to 12/31.
Each Time Vested Stock Appreciation Right ("TV SAR") represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR (December 17, 2014) to the date of exercise of the TV SAR. The TV SAR awards vested on January 1, 2016. The TV SAR awards expire on December 17, 2024 and have an exercise price of $6.60 per share, the closing price of the common stock on the grant date.
Each TV SAR represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR (December 12, 2013) to the date of exercise of the TV SAR. The TV SAR awards vested on January 1, 2015. The TV SAR awards expire on December 12, 2023 and have an exercise price of $5.92 per share, the closing price of the common stock on the grant date.
Each TV SAR represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR (March 3, 2010) to the date of exercise of the TV SAR. 25,000 of the TV SAR awards vested on each of December 31, 2010, December 31, 2011, and December 31, 2012. The TV SAR awards expire on March 3, 2020 and have an exercise price of $2.46 per share, the closing price of the common stock on the grant date.
Each Performance Vested Stock Appreciation Right ("PV SAR") represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the PV SAR (March 3, 2010) to the date of exercise of the PV SAR. In March 2011, 18,250 of the 25,000 PV SAR awards originally granted vested based on the achievement by the employee and/or the Company of certain performance targets for fiscal year 2010 and 6,750 PV SARs lapsed unvested. The PV SARs expire on March 3, 2020 and have an exercise price of $2.46 per share, the closing price of the common stock on the grant date. The prior amounts reported for this grant of PV SARs inadvertently understated the number of PV SARs that vested by 750 PV SARs.
Each PV SAR represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the PV SAR (March 2, 2011) to the date of exercise of the PV SAR. In March 2012, 17,500 of the 25,000 PV SAR awards originally granted vested based on the achievement by the employee and/or the Company of certain performance targets for fiscal year 2011 and 7,500 PV SARs lapsed unvested. The PV SARs expire on March 2, 2021 and have an exercise price of $3.65 per share, the closing price of the common stock on the grant date. As described in footnote 9, the prior amounts reported for this grant of PV SARs inadvertently included 25,000 PV SARs from the March 2012 PV SAR grant (both vested and unvested), which are now separately disclosed.
Each PV SAR represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the PV SAR (March 7, 2012) to the date of exercise of the PV SAR. In March 2013, 16,406 of the 25,000 PV SAR awards originally granted vested based on the achievement by the employee and/or the Company of certain performance targets for fiscal year 2012 and 8,594 PV SARs lapsed unvested. The PV SARs expire on March 7, 2022 and have an exercise price of $3.42 per share, the closing price of the common stock on the grant date. The 25,000 PV SARs originally granted were inadvertently previously reported as part of the March 2011 PV SAR awards described in footnote 8 and the prior amounts reported did not reflect the number of PV SARs that lapsed unvested.
Each TV SAR represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR (October 26, 2011) to the date of exercise of the TV SAR. The TV SAR awards vested on December 31, 2011. The TV SAR awards expire on October 26, 2021 and have an exercise price of $2.74 per share, the closing price of the common stock on the grant date.
Each TV SAR represents the right to receive a payment measured by the increase in the fair market value of one share of common stock from the date of grant of the TV SAR (October 24, 2012) to the date of exercise of the TV SAR. The TV SAR awards vested on January 1, 2014. The TV SAR awards expire on October 24, 2022 and have an exercise price of $3.53 per share, the closing price of the common stock on the grant date.
Each PV RSU represents the right to receive one share of common stock or its cash equivalent. The PV RSU will vest based on the achievement by the employee and/or the Company of certain performance targets for fiscal year 2017.
Each TV RSU represents the right to receive one share of common stock or its cash equivalent on the vesting date, January 1, 2018.
The 2015 PUA represents the right to receive up to 45% of the reporting person's 2015 base salary, in cash, common stock, or a combination of both, as determined by the Committee. The 2015 PUA was allocated in 3 equal amounts (15% of 2015 base salary) to each of 2015, 2016, and 2017 and vests and is payable only if the stock price reaches specified price targets as of 12/31 of each year and the reporting person is employed by the Company as of the vesting and payment dates. No portion of the 2015 PUA will vest if the threshold stock price is not reached for that year. If the stock price is above the threshold level for that year, the amount of the 2015 PUA that vests and is payable will increase up to the maximum portion of the 2015 PUA allocated to that year. The market price of the Company's common stock as of 12/31 of each year is based on average daily closing prices of the common stock for the 20 trading days immediately prior to 12/31.
The 2016 PUA represents the right to receive up to 45% of the reporting person's 2016 base salary, in cash, common stock, or a combination of both, as determined by the Committee. The 2016 PUA was allocated in 3 equal amounts (15% of 2016 base salary) to each of 2016, 2017, and 2018 and vests and is payable only if the stock price reaches specified price targets as of 12/31 of each year and the reporting person is employed by the Company as of the vesting and payment dates. No portion of the 2016 PUA will vest if the threshold stock price is not reached for that year. If the stock price is above the threshold level for that year, the amount of the 2016 PUA that vests and is payable will increase up to the maximum portion of the 2016 PUA allocated to that year. The market price of the Company's common stock as of 12/31 of each year is based on average daily closing prices of the common stock for the 20 trading days immediately prior to 12/31.
The 2017 PUA represents the right to receive up to 45% of the reporting person's 2017 base salary, in cash, common stock or a combination of both, as determined by the Committee. The 2017 PUA was allocated in 3 equal amounts (15% of 2017 base salary) to each of 2017, 2018 and 2019 and vests and is payable only if the stock price reaches specified price targets as of 12/31 of each year and the reporting person is employed by the Company as of the vesting and payment dates. No portion of the 2017 PUA will vest if the threshold stock price is not reached for that year. If the stock price is above the threshold level for that year, the amount of the 2017 PUA that vests and is payable will increase up to the maximum portion of the 2017 PUA allocated to that year. The market price of the Company's common stock as of 12/31 of each year will be based on average daily closing prices of the common stock for the 20 trading days immediately prior to 12/31.
/s/ Christian Le Brun
2017-12-14