0000899243-18-024131.txt : 20180910 0000899243-18-024131.hdr.sgml : 20180910 20180910161613 ACCESSION NUMBER: 0000899243-18-024131 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180822 FILED AS OF DATE: 20180910 DATE AS OF CHANGE: 20180910 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Blanchford Arthur CENTRAL INDEX KEY: 0001742796 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38471 FILM NUMBER: 181062913 MAIL ADDRESS: STREET 1: C/O VEONEER, INC. STREET 2: KLARABERGSVIADUKTEN 70, SECTION C6 CITY: STOCKHOLM STATE: V7 ZIP: SE-111 64 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Veoneer, Inc. CENTRAL INDEX KEY: 0001733186 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 823720890 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 26545 AMERICAN DRIVE CITY: SOUTHFIELD STATE: MI ZIP: 48034 BUSINESS PHONE: 248-223-0600 MAIL ADDRESS: STREET 1: 26545 AMERICAN DRIVE CITY: SOUTHFIELD STATE: MI ZIP: 48034 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2018-08-22 0 0001733186 Veoneer, Inc. VNE 0001742796 Blanchford Arthur KLARABERGSVIADUKTEN 70, SECTION C6 STOCKHOLM V7 SE-111 64 SWEDEN 0 1 0 0 EVP, Sales and Marketing Common Stock 2018-08-22 4 P 0 632 51.6758 A 632 D Restricted Stock Unit 2019-02-15 2019-02-15 Common Stock 208.53 208.53 D Restricted Stock Unit 2019-02-15 2019-02-15 Common Stock 857.0583 857.0583 D Restricted Stock Unit 2020-02-19 2020-02-19 Common Stock 633.5806 633.5806 D Restricted Stock Unit 2020-02-19 2020-02-19 Common Stock 437.1706 437.1706 D Restricted Stock Unit 2021-02-13 2021-02-13 Common Stock 930.8355 930.8355 D Each restricted stock unit (RSU) represents a contingent right to receive one share of VNE common stock. As reported in the Registration Statement on Form 10 filed by VNE with the SEC, in connection with the distribution by Autoliv, Inc. ("ALV") of 100% of the outstanding shares of common stock of VNE on a pro rata basis to ALV stockholders on June 29, 2018 (the "Spin-off"), stock-based awards granted by ALV prior to the Spin-off were converted into adjusted stock-based awards relating to both shares of ALV and VNE common stock. With certain limited exceptions, the adjusted awards are subject to the same or equivalent vesting conditions and other terms that applied to the applicable original ALV award immediately before the Spin-off. The conversion and adjustment described herein is referred to as the "Spin-off Conversion and Adjustment." As a result of the Spin-off Conversion and Adjustment, for each holder of ALV stock options or RSUs, 50% of the outstanding stock award value, as calculated immediately prior to the Spin-off, was converted into a stock option or RSU, as applicable, of VNE, and 50% of a stock option or RSU, as applicable, of ALV, with an adjustment to the number of shares and, in the case of stock options, exercise price, as required to preserve the value inherent in the stock award before and after the distribution. As a result of the Spin-off Conversion and Adjustment, outstanding performance shares were converted into RSUs of both ALV and VNE as described in footnote 3 above, with the number of performance shares so converting determined based on: (i) for the period between the beginning of the performance period and December 31, 2017, the actual level of performance measured as of December 31, 2017; and (ii) for the period following December 31, 2017 and the last day of the applicable performance period, actual performance measured as of December 31, 2017, or target level performance, whichever was greater. RSUs received in connection with the Spin-off Conversion and Adjustment with respect to RSUs granted by ALV on February 15, 2016. RSUs received in connection with the Spin-Off Conversion and Adjustment with respect to performance shares granted by ALV on February 15, 2016. RSUs received in connection with the Spin-off Conversion and Adjustment with respect to RSUs granted by ALV on February 19, 2017. RSUs received in connection with the Spin-Off Conversion and Adjustment with respect to performance shares granted by ALV on February 19, 2017. RSUs received in connection with the Spin-off Conversion and Adjustment with respect to RSUs granted by ALV on February 13, 2018. /s/ Lars A. Sjobring, as attorney-in-fact for Arthur Blanchford 2018-09-10