0000899243-16-019331.txt : 20160505 0000899243-16-019331.hdr.sgml : 20160505 20160505212520 ACCESSION NUMBER: 0000899243-16-019331 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160503 FILED AS OF DATE: 20160505 DATE AS OF CHANGE: 20160505 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Global Water Resources, Inc. CENTRAL INDEX KEY: 0001434728 STANDARD INDUSTRIAL CLASSIFICATION: WATER SUPPLY [4941] IRS NUMBER: 900632193 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 21410 N. 19TH AVENUE STREET 2: SUITE 220 CITY: PHOENIX STATE: AZ ZIP: 85027 BUSINESS PHONE: 480-999-5247 MAIL ADDRESS: STREET 1: 21410 N. 19TH AVENUE STREET 2: SUITE 220 CITY: PHOENIX STATE: AZ ZIP: 85027 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Liebman Michael J CENTRAL INDEX KEY: 0001673041 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37756 FILM NUMBER: 161625731 MAIL ADDRESS: STREET 1: 21410 N 19TH AVENUE #220 CITY: PHOENIX STATE: AZ ZIP: 85027 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-05-03 0 0001434728 Global Water Resources, Inc. GWRS 0001673041 Liebman Michael J C/O GLOBAL WATER RESOURCES, INC. 21410 N 19TH AVENUE #220 PHOENIX AZ 85027 1 1 0 0 See Remarks Common Stock 2016-05-03 4 A 0 7200 A 7200 D Stock Appreciation Right 2.69 2016-05-03 4 A 0 100000 0.00 A 2023-11-13 Common Stock 100000 100000 D Stock Appreciation Right 5.13 2016-05-03 4 A 0 120000 0.00 A 2025-05-07 Common Stock 120000 120000 D Phantom Stock Unit 2016-05-03 4 A 0 20627 0.00 A Common Stock 20627 20627 D On May 3, 2016, Global Water Resources, Inc. (the "Company") completed its merger (the "Merger") with GWR Global Water Resources Corp. ("GWRC") pursuant to which GWRC merged with and into the Company, with the Company surviving as a Delaware corporation. Holders of GWRC's common shares received one share of the Company's common stock for each then outstanding common share of GWRC. As a result, the reporting person received 7,200 shares of the Company's common stock for the 7,200 common shares of GWRC held by the reporting person prior to the consummation of the Merger. The stock appreciation rights were originally granted on November 14, 2013 (the "2013 SARs") and vest ratably over 16 quarters from the grant date. As of the date of this report, 62,500 of the 2013 SARs are immediately exercisable. The 2013 SARs originally provided the reporting person the right to receive a cash payment equal to the difference between CAD$3.38 per share and the closing price of GWRC's common shares on the exercise date, provided that the closing price was in excess of CAD$3.38 per share. Upon consummation of the Merger, the 2013 SARs were amended such that (i) the exercise price of the 2013 SARs was converted to U.S. dollars and (ii) the value of the 2013 SARs track the performance of the Company's common stock going forward. The stock appreciation rights were originally granted on May 8, 2015 (the "2015 SARs") and vest in 20% installments on April 1 of each of the first three (3) years following the grant date, with the first installment having vested on April 1, 2016, and a final 40% installment vesting on the fourth (4th) anniversary of the grant date. As of the date of this report, 24,000 of the 2015 SARs are immediately exercisable. The 2015 SARs originally provided the reporting person the right to receive a cash payment equal to the difference between CAD$6.44 per share and the closing price of GWRC's common shares on the exercise date, provided that the closing price was in excess of CAD$6.44 per share. Upon consummation of the Merger, the 2015 SARs were amended such that (i) the exercise price of the 2015 SARs was converted to U.S. dollars and (ii) the value of the 2015 SARs track the performance of the Company's common stock going forward. Consists of (i) 666 phantom stock units (the "PSUs") originally granted on December 31, 2013, which vest ratably over 12 quarters from the grant date (approximately 222 PSUs per quarter); (ii) 7,721 PSUs originally granted on December 31, 2014, which vest ratably over 12 quarters from the grant date (approximately 1,103 PSUs per quarter); (iii) 12,172 PSUs originally granted on December 31, 2015, which vest ratably over 12 quarters from the grant date (approximately 1,107 PSUs per quarter) and (iv) 68 PSUs originally granted on April 29, 2016, which vested immediately. (Continued from footnote 4) The PSUs are exercisable upon vesting. The value of the PSUs originally tracked the performance of GWRC's common shares and provided the reporting person the right to receive a cash payment, the value of which, on a particular date, was to be the market value of the equivalent number of GWRC common shares at that date. Upon consummation of the Merger, the PSUs were amended such that the value of the PSUs track the performance of the Company's common stock going forward. Chief Financial Officer and Corporate Secretary /s/ Joanne Ellsworth, attorney-in-fact 2016-05-05