0000902664-19-003582.txt : 20190828 0000902664-19-003582.hdr.sgml : 20190828 20190828195102 ACCESSION NUMBER: 0000902664-19-003582 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190826 FILED AS OF DATE: 20190828 DATE AS OF CHANGE: 20190828 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ELLIOTT INTERNATIONAL, L.P. CENTRAL INDEX KEY: 0000937611 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03610 FILM NUMBER: 191063374 BUSINESS ADDRESS: STREET 1: C/O MAPLES & CALDER, P.O. BOX 309 STREET 2: UGLAND HOUSE, SOUTH CHURCH STREET CITY: GEORGE TOWN STATE: E9 ZIP: 00000 BUSINESS PHONE: 7133612600 MAIL ADDRESS: STREET 1: C/O MAPLES & CALDER, P.O. BOX 309 STREET 2: UGLAND HOUSE, SOUTH CHURCH STREET CITY: GEORGE TOWN STATE: E9 ZIP: 00000 FORMER NAME: FORMER CONFORMED NAME: ELLIOTT INTERNATIONAL L P DATE OF NAME CHANGE: 20010309 FORMER NAME: FORMER CONFORMED NAME: WESTGATE INTERNATIONAL L P DATE OF NAME CHANGE: 19950210 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Arconic Inc. CENTRAL INDEX KEY: 0000004281 STANDARD INDUSTRIAL CLASSIFICATION: ROLLING DRAWING & EXTRUDING OF NONFERROUS METALS [3350] IRS NUMBER: 250317820 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 201 ISABELLA STREET STREET 2: SUITE 200 CITY: PITTSBURGH STATE: PA ZIP: 15212-5872 BUSINESS PHONE: 2128362732 MAIL ADDRESS: STREET 1: 390 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022-4608 FORMER COMPANY: FORMER CONFORMED NAME: ALCOA INC. DATE OF NAME CHANGE: 20141003 FORMER COMPANY: FORMER CONFORMED NAME: ALCOA INC DATE OF NAME CHANGE: 19990105 FORMER COMPANY: FORMER CONFORMED NAME: ALUMINUM CO OF AMERICA DATE OF NAME CHANGE: 19920703 4 1 ownership.xml X0306 4 2019-08-26 1 0000004281 Arconic Inc. ARNC 0000937611 ELLIOTT INTERNATIONAL, L.P. C/O MAPLES & CALDER, P.O. BOX 309 UGLAND HOUSE, SOUTH CHURCH STREET GEORGE TOWN E9 00000 CAYMAN ISLANDS 0 0 1 0 Common Stock, $1.00 par value 2019-08-26 4 S 0 1805903 24.94 D 32306412 D Common Stock, $1.00 par value 2019-08-27 4 S 0 1894208 25.17 D 30412204 D Common Stock, $1.00 par value 2019-08-28 4 S 0 508407 25.05 D 29903797 D Notional Principal Amount Derivative Agreements 2019-08-26 4 J 1 1 A Common Stock 1978403 1 D Notional Principal Amount Derivative Agreements 2019-08-27 4 J 1 1 A Common Stock 2066708 1 D Notional Principal Amount Derivative Agreements 2019-08-28 4 J 1 1 A Common Stock 508.407 1 D This Form 4 is filed jointly by Elliott International, L.P. ("Elliott International") and Elliott International Capital Advisors Inc. ("EICA" and, together with Elliott International, the "Reporting Persons"). EICA, as the investment manager of Elliott International, may be deemed to beneficially own the securities owned by directly by Elliott International. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.87 to $25.05, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.17 to $25.18, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein. The Reporting Persons increased its position in notional principal amount derivative agreements (the "Derivative Agreements") in the form of cash settled swaps. The strike prices of the Derivative Agreements reported herein range from $24.89 to $25.05. The Derivative Agreements provide the Reporting Persons with economic results that are comparable to the economic results of ownership but do not provide them with the power to vote or direct the voting or dispose of or direct the disposition of the shares that are referenced in the Derivative Agreements (such shares, the "Subject Shares"). The Reporting Persons disclaim beneficial ownership in the Subject Shares. The Derivative Agreements shall continue until terminated as elected by the parties, and have an initial reference expiration date of December 18, 2020. The Reporting Persons increased its position in the Derivative Agreements in the form of cash settled swaps. The strike price of the Derivative Agreements reported herein is $25.18. The Derivative Agreements provide the Reporting Persons with economic results that are comparable to the economic results of ownership but do not provide them with the power to vote or direct the voting or dispose of or direct the disposition of the Subject Shares. The Reporting Persons disclaim beneficial ownership in the Subject Shares. The Derivative Agreements shall continue until terminated as elected by the parties, and have an initial reference expiration date of December 18, 2020. The Reporting Persons increased its position in the Derivative Agreements in the form of cash settled swaps. The strike price of the Derivative Agreements reported herein is $25.08. The Derivative Agreements provide the Reporting Persons with economic results that are comparable to the economic results of ownership but do not provide them with the power to vote or direct the voting or dispose of or direct the disposition of the Subject Shares. The Reporting Persons disclaim beneficial ownership in the Subject Shares. The Derivative Agreements shall continue until terminated as elected by the parties, and have an initial reference expiration date of December 18, 2020. The Reporting Persons have agreed to disgorge to the Issuer all statutory "profits" pursuant to Section 16(b) of the Securities Exchange Act of 1934, as amended, that resulted from the transactions reported herein. /s/ Elliot Greenberg, Vice President of Elliott International Capital Advisers, Inc., as Attorney-in-Fact, for Elliott International, L.P. 2019-08-28 /s/ Elliot Greenberg, Vice President of Elliott International Capital Advisers, Inc. 2019-08-28