0001225208-12-022268.txt : 20121102 0001225208-12-022268.hdr.sgml : 20121102 20121102165742 ACCESSION NUMBER: 0001225208-12-022268 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20121024 FILED AS OF DATE: 20121102 DATE AS OF CHANGE: 20121102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Moed Samuel J CENTRAL INDEX KEY: 0001561017 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-01136 FILM NUMBER: 121177486 MAIL ADDRESS: STREET 1: BRISTOL-MYERS SQUIBB COMPANY STREET 2: ROUTE 206 & PROVINCELINE ROAD CITY: LAWRENCEVILLE STATE: NJ ZIP: 08543 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BRISTOL MYERS SQUIBB CO CENTRAL INDEX KEY: 0000014272 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 220790350 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 345 PARK AVE CITY: NEW YORK STATE: NY ZIP: 10154 BUSINESS PHONE: 2125464000 MAIL ADDRESS: STREET 1: 345 PARK AVE CITY: NEW YORK STATE: NY ZIP: 10154 FORMER COMPANY: FORMER CONFORMED NAME: BRISTOL MYERS CO DATE OF NAME CHANGE: 19891012 3 1 doc3.xml X0206 3 2012-10-24 0 0000014272 BRISTOL MYERS SQUIBB CO BMY 0001561017 Moed Samuel J BRISTOL-MYERS SQUIBB COMPANY 345 PARK AVENUE NEW YORK NY 10154 1 SVP, Strat Plan & Analysis Common Stock, $0.10 par value 9658.4640 D Common Stock, $0.10 par value 300.0000 I By Son #1 Common Stock, $0.10 par value 300.0000 I By Son #2 Market Share Units 2015-03-01 Common Stock, $0.10 par value 3522.0000 D Market Share Units 2014-03-02 Common Stock, $0.10 par value 2633.0000 D Market Share Units 2016-03-06 Common Stock, $0.10 par value 4172.0000 D Option (right to buy) 17.5100 2019-03-02 Common Stock, $0.10 par value 31152.0000 D Option (right to buy) 22.1400 2018-03-03 Common Stock, $0.10 par value 27938.0000 D Option (right to buy) 22.7300 2016-03-06 Common Stock, $0.10 par value 16100.0000 D Option (right to buy) 25.4500 2015-02-28 Common Stock, $0.10 par value 22000.0000 D Option (right to buy) 27.0100 2017-03-05 Common Stock, $0.10 par value 19650.0000 D Option (right to buy) 28.1100 2014-03-01 Common Stock, $0.10 par value 22000.0000 D Performance Shares 2013-03-31 Common Stock, $0.10 par value 7453.8600 D Performance Shares 2014-03-31 Common Stock, $0.10 par value 3465.2400 D Restricted Stock Units 2013-03-03 Common Stock, $0.10 par value 1936.0000 D Restricted Stock Units 2014-05-01 Common Stock, $0.10 par value 10000.0000 D Shares held in custodial accounts for the benefit of Son #1 under the Uniform Transfer to Minors Act. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purposes. 1,174 market share units will vest on each of March 1, 2013, March 1, 2014, and March 1, 2015. Each market share unit converts into the number of shares of common stock determined by applying a payout factor to the target number of shares vesting on a given date. The payout factor is a ratio of the average of the closing price on the vesting date plus the nine prior trading days divided by the average stock price on the grant date (also a 10-day average). The minimum payout factor that must be achieved to earn a payout is 60% and the maximum payout factor is 200%. 1,316 market share units will vest on March 2, 2013, and 1,317 market share units will vest on March 2, 2014. Twenty-five percent of the market share unit award will vest on each of the first, second, third, and fourth anniversaries of the grant date, starting on March 6, 2013. 20,864 shares are currently exercisable. The remaining 10,288 shares will become exercisable on March 3, 2013. All of the shares are currently exercisable. Consists of 6,834 performance shares and 619.86 performance shares representing dividend equivalents earned under the 2010-2012 Long Term Performance Award. Each performance share converts into one share of common stock upon distribution in the first quarter of 2013. Consists of 3,252 performance shares and 213.24 performance shares representing dividend equivalents earned under the 2011-2013 Long Term Performance Award. Each performance share converts into one share of common stock upon distribution in the first quarter of 2014. These restricted stock units will vest on March 3, 2013. Each restricted stock unit converts into one share of common stock upon vesting. 5,000 restricted stock units will vest on each of May 1, 2013 and May 1, 2014. Exhibit 24 - Power of Attorney /s/ Robert J. Wollin, attorney-in-fact for Samuel J. Moed 2012-11-02 EX-24 2 moed_poa.txt Exhibit 24 POWER OF ATTORNEY I, Samuel J. Moed, Senior Vice President, Strategic Planning and Analysis of Bristol-Myers Squibb Company (the "Company"), a corporation duly organized and existing under the laws of the State of Delaware, in the United States of America, and having its principal place of business at 345 Park Avenue, New York, New York, do hereby constitute and appoint each of Sandra Leung, Katherine R. Kelly, and Robert J. Wollin, individually, as my lawful attorney-in-fact and in my name, place and stead to execute and deliver any and all documents relating to insider reporting requirements under Section 16 of the Securities Exchange Act of 1934, with respect to securities issued by the Company, including, without limitation, the execution and filing of all Forms 3, 4 and 5, and to take such other action, as such attorney considers necessary or appropriate, to effectuate such transactions. This Power of Attorney shall remain in full force and effect until I am no longer required to file Forms 3, 4, and 5 with respect to securities issued by the Company, unless earlier revoked. IN WITNESS WHEREOF, I have executed this Power of Attorney on this 24th day of October, 2012. /s/ Samuel J. Moed Samuel J. Moed