0001579252-15-000051.txt : 20150701 0001579252-15-000051.hdr.sgml : 20150701 20150701173324 ACCESSION NUMBER: 0001579252-15-000051 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150630 FILED AS OF DATE: 20150701 DATE AS OF CHANGE: 20150701 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Jason Industries, Inc. CENTRAL INDEX KEY: 0001579252 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS MANUFACTURING INDUSTRIES [3990] IRS NUMBER: 462888322 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 411 E. WISCONSIN AVENUE STREET 2: SUITE 2100 CITY: MILWAUKEE STATE: WI ZIP: 53202 BUSINESS PHONE: 414-277-9445 MAIL ADDRESS: STREET 1: 411 E. WISCONSIN AVENUE STREET 2: SUITE 2100 CITY: MILWAUKEE STATE: WI ZIP: 53202 FORMER COMPANY: FORMER CONFORMED NAME: Quinpario Acquisition Corp. DATE OF NAME CHANGE: 20130613 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: von Boxberg Florestan CENTRAL INDEX KEY: 0001611803 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36051 FILM NUMBER: 15966251 MAIL ADDRESS: STREET 1: C/O JASON INDUSTRIES STREET 2: 411 EAST WISCONSIN AVENUE, SUITE 2100 CITY: MILWAUKEE STATE: WI ZIP: 53202 4 1 wf-form4_143578639437816.xml FORM 4 X0306 4 2015-06-30 0 0001579252 Jason Industries, Inc. JASN 0001611803 von Boxberg Florestan 411 EAST WISCONSIN AVE. SUITE 2100 MILWAUKEE WI 53202 0 1 0 0 President, Finishing segment Common Stock 2015-06-30 4 M 0 17367.33 0 A 23502.33 D Common Stock 2015-06-30 4 F 0 7695.33 6.81 D 15807 D Restricted Stock Units 2015-06-30 4 M 0 17367.33 0 D Common Stock 17367.33 34734.67 D Restricted Stock Units Common Stock 60785.0 60785 D JPHI Holdings, Inc. common stock Common Stock 29225.0 29225 D Each restricted stock unit granted under the Jason Industries, Inc. 2014 Omnibus Incentive Plan, which qualifies under Rule 16b-3, represents a contingent right to receive one share of Jason Industries, Inc. common stock. A portion of the restricted stock units vested on June 30, 2015. The time-vesting restricted stock units vest in equal one-third (1/3) installments on each of the first three (3) anniversaries following June 30, 2014, provided that Dr. von Boxberg has not been been terminated prior to the applicable vesting date. Provided that Dr. von Boxberg has not been terminated prior to the applicable vesting date, the stock-price vesting restricted stock units vest in the following amounts if on any date between June 30, 2014 and the third anniversary of that date the fair market value of Jason Industries, Inc.'s common stock: (i) equals or exceeds $12.00 in any twenty (20) trading days within a thirty (30) day period, then 15,196.25 of the stock price-vesting restricted stock units shall vest; (ii) equals or exceeds $13.50 in any twenty (20) trading days within a thirty (30) day period, then an additional 15,196.25 of the stock price-vesting restricted stock units shall vest (a total of 30,392.5 of the stock price-vesting restricted stock units); (Continued from footnote 3) (iii) equals or exceeds $15.00 in any twenty (20) trading days within a thirty (30) trading day period, then an additional 15,196.25 of the stock price-vesting restricted stock units shall vest (a total of 45,588.75 of the stock price-vesting restricted stock units); and (iv) equals or exceeds $17.00 in any twenty (20) trading days within a thirty (30) trading day period, then an additional 15,196.25 of the stock price-vesting restricted stock units shall vest (a total of 60,785 of the stock price-vesting restricted stock units). Any portion of the stock price-vesting restricted stock units that have not become fully vested on the date immediately following the third anniversary of June 30, 2014 shall be cancelled and forfeited for no consideration. Exchangeable on a one-share to one-share ratio (1:1) for common stock of Jason Industries, Inc., such ratio to be adjusted upon certain events, including stock splits, dividends and other changes to or payments on Jason Industries, Inc. common stock, pursuant to the terms of that certain Investor Rights Agreement, dated as of June 30, 2014, by and among each of Quinpario Acquisition Corp. (now known as Jason Industries, Inc.), JPHI Holdings, Inc. and each of the Holders signatory thereto. /s/ William P. Schultz as attorney-in-fact 2015-07-01