0000921895-16-004422.txt : 20160510
0000921895-16-004422.hdr.sgml : 20160510
20160510214419
ACCESSION NUMBER: 0000921895-16-004422
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160506
FILED AS OF DATE: 20160510
DATE AS OF CHANGE: 20160510
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: BRINKS CO
CENTRAL INDEX KEY: 0000078890
STANDARD INDUSTRIAL CLASSIFICATION: ARRANGEMENT OF TRANSPORTATION OF FREIGHT & CARGO [4731]
IRS NUMBER: 541317776
STATE OF INCORPORATION: VA
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1801 BAYBERRY COURT
STREET 2: P O BOX 18100
CITY: RICHMOND
STATE: VA
ZIP: 23226-1800
BUSINESS PHONE: 8042899623
MAIL ADDRESS:
STREET 1: 1801 BAYBERRY COURT
STREET 2: P O BOX 18100
CITY: RICHMOND
STATE: VA
ZIP: 23226-8100
FORMER COMPANY:
FORMER CONFORMED NAME: PITTSTON CO
DATE OF NAME CHANGE: 19920703
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Feld Peter A
CENTRAL INDEX KEY: 0001410600
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-09148
FILM NUMBER: 161637586
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
4
1
form406297153_05102016.xml
OWNERSHIP DOCUMENT
X0306
4
2016-05-06
0
0000078890
BRINKS CO
BCO
0001410600
Feld Peter A
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
1
0
0
0
Common Stock, $1.00 Par Value
2880674
I
By Starboard Value and Opportunity Master Fund Ltd
Common Stock, $1.00 Par Value
618266
I
By Starboard Value and Opportunity S LLC
Common Stock, $1.00 Par Value
339235
I
By Starboard Value and Opportunity C LP
Common Stock, $1.00 Par Value
740755
I
By Managed Account of Starboard Value LP
Deferred Stock Units
2016-05-06
4
A
0
3714
0.00
A
Common Stock, $1.00 Par Value
3714
3714
D
Cash-Settled Total Return Swap
30.0712
2016-07-28
Common Stock, $1.00 Par Value
50700
1
I
By Starboard Value and Opportunity Master Fund Ltd
Cash-Settled Total Return Swap
30.2221
2016-07-29
Common Stock, $1.00 Par Value
50700
1
I
By Starboard Value and Opportunity Master Fund Ltd
Cash-Settled Total Return Swap
28.9631
2016-08-29
Common Stock, $1.00 Par Value
27640
1
I
By Starboard Value and Opportunity Master Fund Ltd
Cash-Settled Total Return Swap
28.983
2016-09-01
Common Stock, $1.00 Par Value
134175
1
I
By Starboard Value and Opportunity Master Fund Ltd
Cash-Settled Total Return Swap
30.0826
2016-08-30
Common Stock, $1.00 Par Value
69100
1
I
By Starboard Value and Opportunity Master Fund Ltd
Cash-Settled Total Return Swap
31.362
2016-08-31
Common Stock, $1.00 Par Value
20730
1
I
By Starboard Value and Opportunity Master Fund Ltd
Cash-Settled Total Return Swap
30.1865
2016-09-06
Common Stock, $1.00 Par Value
18000
1
I
By Starboard Value and Opportunity Master Fund Ltd
Cash-Settled Total Return Swap
29.4758
2016-09-12
Common Stock, $1.00 Par Value
25000
1
I
By Starboard Value and Opportunity Master Fund Ltd
Cash-Settled Total Return Swap
29.8014
2016-09-20
Common Stock, $1.00 Par Value
25000
1
I
By Starboard Value and Opportunity Master Fund Ltd
Cash-Settled Total Return Swap
29.0177
2016-09-21
Common Stock, $1.00 Par Value
25000
1
I
By Starboard Value and Opportunity Master Fund Ltd
Cash-Settled Total Return Swap
26.535
2016-10-28
Common Stock, $1.00 Par Value
40000
1
I
By Starboard Value and Opportunity Master Fund Ltd
Cash-Settled Total Return Swap
26.47
2016-10-31
Common Stock, $1.00 Par Value
70000
1
I
By Starboard Value and Opportunity Master Fund Ltd
Cash-Settled Total Return Swap
26.872
2016-10-31
Common Stock, $1.00 Par Value
400000
1
I
By Starboard Value and Opportunity Master Fund Ltd
Cash-Settled Total Return Swap
27.329
2016-11-01
Common Stock, $1.00 Par Value
300000
1
I
By Starboard Value and Opportunity Master Fund Ltd
Cash-Settled Total Return Swap
27.956
2016-11-02
Common Stock, $1.00 Par Value
200000
1
I
By Starboard Value and Opportunity Master Fund Ltd
Securities owned directly by Starboard Value and Opportunity Master Fund Ltd ("Starboard V&O Fund"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP LLC ("Starboard Value GP"), the general partner of the investment manager of Starboard V&O Fund, and as a member and member of the Management Committee of Starboard Principal Co GP LLC ("Principal GP"), the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard V&O Fund for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"). The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Securities owned directly by Starboard Value and Opportunity S LLC ("Starboard S LLC"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the manager of Starboard S LLC, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard S LLC for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Securities owned directly by Starboard Value and Opportunity C LP ("Starboard C LP"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard C LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard C LP for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Securities held in an account managed by Starboard Value LP (the "Managed Account"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of Starboard Value LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities held in the Managed Account for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Starboard V&O Fund has entered into certain cash-settled total return swap agreements (the "Swap Agreements") with an unaffiliated third party financial institution, which provide Starboard V&O Fund with economic exposure to an aggregate of 1,456,045 notional shares. The Swap Agreements provide Starboard V&O Fund with economic results that are comparable to the economic results of ownership but do not provide Starboard V&O Fund with the power to vote or direct the voting or dispose of or direct the disposition of the shares of common stock that are the subject of the Swap Agreements (the "Subject Shares"). The Reporting Person expressly disclaims beneficial ownership of the Subject Shares except to the extent of his pecuniary interest therein.
Represents the reference price associated with the applicable Swap Agreement.
Subject to the terms and conditions of the Non-Employee Directors' Equity Plan and a Deferred Stock Units Award Agreement (the "Award Agreement"), the Reporting Person has been granted Deferred Stock Units ("DSUs") that are subject to a one year vesting period that accelerates upon a change in control of the Issuer. The DSUs will be settled in Common Stock on a one-for-one basis upon vesting. Pursuant to terms of the Award Agreement, the DSUs will be forfeited if the Reporting Person ceases to serve as a member of the Board of Directors of the Issuer prior to the expiration of the vesting period.
/s/ Peter A. Feld
2016-05-10