0000746838-21-000027.txt : 20210302 0000746838-21-000027.hdr.sgml : 20210302 20210302152905 ACCESSION NUMBER: 0000746838-21-000027 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20210226 FILED AS OF DATE: 20210302 DATE AS OF CHANGE: 20210302 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Ebrahimi Katie CENTRAL INDEX KEY: 0001739045 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08729 FILM NUMBER: 21703150 MAIL ADDRESS: STREET 1: 801 LAKEVIEW DRIVE CITY: BLUE BELL STATE: PA ZIP: 19422 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: UNISYS CORP CENTRAL INDEX KEY: 0000746838 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 380387840 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 801 LAKEVIEW DRIVE, SUITE 100 CITY: BLUE BELL STATE: PA ZIP: 19422 BUSINESS PHONE: 2159864011 MAIL ADDRESS: STREET 1: 801 LAKEVIEW DRIVE, SUITE 100 CITY: BLUE BELL STATE: PA ZIP: 19422 FORMER COMPANY: FORMER CONFORMED NAME: BURROUGHS CORP /DE/ DATE OF NAME CHANGE: 19861204 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2021-02-26 0 0000746838 UNISYS CORP UIS 0001739045 Ebrahimi Katie 801 LAKEVIEW DRIVE BLUE BELL PA 19422 0 1 0 0 Senior Vice President Common Stock 2021-02-26 4 M 0 3112 0 A 29790 D Common Stock 2021-02-26 4 F 0 757 24.55 D 29033 D Common Stock 2021-02-26 4 M 0 4880 0 A 33913 D Common Stock 2021-02-26 4 F 0 1173 24.55 D 32740 D Restricted Stock Units 2021-02-26 4 M 0 3112 0 D Common Stock 3112 6225 D Restricted Stock Units 2021-02-26 4 M 0 3112 0 D Common Stock 4880 0 D Restricted Stock Units 2021-02-26 4 A 0 6789 0 A Common Stock 6789 6789 D Restricted Stock Units 2021-02-26 4 A 0 4549 0 A Common Stock 4549 4549 D Restricted Stock Units 2021-02-26 4 A 0 9098 0 A Common Stock 9098 9098 D Each restricted stock unit represents a contingent right to receive one share of Unisys Corporation common stock. Time-based restricted stock units ("TB-RSUs") granted on February 28, 2020 under the Unisys Corporation 2019 Long-Term Incentive and Equity Compensation Plan. The TB-RSUs vest in three equal installments on February 28, 2021, 2022 and 2023, respectively (or if such date does not fall on a trading day, the immediately preceding trading day). Each restricted stock unit represents a contingent right to receive 1.5681 shares of Unisys Corporation common stock. Performance-based restricted stock units ("PB-RSUs") granted on February 28, 2020 under the Unisys Corporation 2019 Long-Term Incentive and Equity Compensation Plan. The PB-RSUs are eligible to be earned in equal annual amounts over a three year period based on Unisys Corporation's relative total shareholder return compared to the Russell 2000 Index from January 1, 2020 through December 31, 2020, 2021 and 2022, respectively, and then such PB-RSUs vest on the later of February 28, 2021, 2022 and 2023, respectively (or if such date does not fall on a trading day, the immediately preceding trading day), and the date on which the Board of Directors verifies the vesting of the applicable tranche of the PB-RSU grant to Unisys Corporation's Chief Executive Officer. This report only relates to the PB-RSUs the reporting person earned during the 2020 performance period. All shares resulting from such earned PB-RSUs vested on February 26, 2021. Each restricted stock unit represents a contingent right to receive one share of Unisys Corporation common stock. Time-based restricted stock units ("TB-RSUs") granted on February 26, 2021 under the Unisys Corporation 2019 Long-Term Incentive and Equity Compensation Plan. The TB-RSUs vest in three equal installments on February 26, 2022, 2023 and 2024, respectively (or if such date does not fall on a trading day, the immediately preceding trading day). Each restricted stock unit represents a contingent right to receive one share of Unisys Corporation common stock. Time-based restricted stock units ("TB-RSUs") granted on February 26, 2021 under the Unisys Corporation 2019 Long-Term Incentive and Equity Compensation Plan. The TB-RSUs vest on February 26, 2024. Each restricted stock unit represents a contingent right to receive up to one share of Unisys Corporation common stock. (10) Performance-based restricted stock units ("PB-RSUs") granted on February 26, 2021 under the Unisys Corporation 2019 Long-Term Incentive and Equity Compensation Plan. The PB-RSUs will be eligible to vest at a conversion rate of between 0.5 shares to 1 share of Unisys Corporation common stock for each PB-RSU if the 20-trading day trailing average of the closing price of Unisys Corporation's common stock over any 20 consecutive trading days during the period from the grant date through February 26, 2024 is 10% to 20% higher (with the conversion rate determined by linear interpolation for increases between such range) than the closing price of Unisys Corporation's common stock on the grant date. If the stock price appreciation test is not met at least at the 10% level, then the PB-RSUs will not vest at all. If the stock price appreciation test is met at greater than the 20% level, then the PB-RSUs will vest at the rate of 1 share of Unisys Corporation common stock for each PB-RSU. John M. Armbruster, attorney-in-fact 2021-03-02 EX-24 2 ebrahimi.txt POWER OF ATTORNEY FOR EXECUTING FORMS 3, 4 and 5 Know all by these presents, that the undersigned hereby constitutes and appoints each of Gerald P. Kenney, John M. Armbruster, and N. Natasha Redding, signing singly, his/her true and lawful attorney-in-fact, in regard to ownership of securities for Unisys Corporation (the "Company"), to: (1) execute for and on behalf of the undersigned Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete the execution of any such Form 3, 4 or 5 and the timely filing of such form with the United States Securities and Exchange Commission and any other authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in his/her discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as such attorney-in-fact might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or his/her substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5, with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 18th day of December, 2020. /s/ Katie Ebrahimi Signature Katie Ebrahimi Print Name