0001179110-15-016675.txt : 20151222 0001179110-15-016675.hdr.sgml : 20151222 20151222191020 ACCESSION NUMBER: 0001179110-15-016675 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20151218 FILED AS OF DATE: 20151222 DATE AS OF CHANGE: 20151222 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CLEAN DIESEL TECHNOLOGIES INC CENTRAL INDEX KEY: 0000949428 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL & COMMERCIAL FANS & BLOWERS & AIR PURIFYING EQUIP [3564] IRS NUMBER: 061393453 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1621 FISKE PLACE CITY: OXNARD STATE: CA ZIP: 93033 BUSINESS PHONE: 805 639 9465 MAIL ADDRESS: STREET 1: 1621 FISKE PLACE CITY: OXNARD STATE: CA ZIP: 93033 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lopez-Baldrich Pedro J. CENTRAL INDEX KEY: 0001593859 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33710 FILM NUMBER: 151303987 MAIL ADDRESS: STREET 1: C/O CLEAN DIESEL TECHNOLOGIES, INC. STREET 2: 1621 FISKE PLACE CITY: OXNARD STATE: CA ZIP: 93033 4 1 edgar.xml FORM 4 - X0306 4 2015-12-18 1 0000949428 CLEAN DIESEL TECHNOLOGIES INC CDTI 0001593859 Lopez-Baldrich Pedro J. 1621 FISKE PLACE OXNARD CA 93033 0 0 0 1 Former GC, Corp Sec & VP Adm Common Stock 2015-12-18 4 M 0 16667 0 A 39722 D Common Stock 2015-12-21 4 S 0 6207 1.0063 D 33515 D Restricted Share Units 2015-12-18 4 M 0 16667 D Common Stock 16667 0 D Shares of Common Stock acquired upon settlement of Restricted Share Units (RSUs) granted on February 20, 2014, pursuant to the Clean Diesel Technologies, Inc. (CDTI) Stock Incentive Plan and accelerated on December 11, 2015 pursuant to a Separation Agreement and Release, the settlement of which was delayed until December 18, 2015. Shares were sold to cover the reporting person's tax obligation in connection with the issuance of the RSUs and conversion of shares of Common Stock. The price reported in column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $1.00 to 1.02, inclusive. The reporting person undertakes to provide CDTI, and security holder of CDTI 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 in this footnote to this Form 4. Each RSU represents a contingent right to receive one share of CDTI's common stock. RSUs vest as to 1/3 on each of September 5, 2014, September 5, 2015 and September 5, 2016. RSUs paid to the Participant as soon as practicable following the date of vesting, but in all cases within two and one-half months following the end of the Issuer's tax year that includes the date such RSUs vest. RSUs that have not vested at the time of the reporting person's termination of service, for any or no reason other than death, will be forfeited. Exhibit 24 Power of Attorney /s/ Alfred Palomino, Attorney-in-Fact 2015-12-22 EX-24 2 ex24lopez-baldrich.txt POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each, David Shea, and Alfred Palomino, or any of them signing singly, and with full power of substitution, the undersigned's true and lawful attorney-in-fact to: (1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities and Exchange Act of 1934 or any rule or regulation of the SEC; (2) execute or and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Clean Diesel Technologies, Inc. (the "COMPANY"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities and Exchange Act of 1934 and the rules thereunder, as amended; (3) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the SEC and any stock exchange or similar authority; and (4) take any other action of any type whatsoever in connection with the foregoing that, 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 discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform each 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 the undersigned 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 substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that no such attorney-in-fact, in serving in such capacity at the request of the undersigned, is hereby assuming, nor is the Company hereby assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Form 3, 4 and 5 reports 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 any event this Power of Attorney expires December 23, 2015 and is deemed revoke on such date. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 18th day of December, 2015. /s/ Pedro J. Lopez-Baldrich -------------------------------- Signature Pedro J. Lopez-Baldrich -------------------------------- Print Name