0001179110-15-016679.txt : 20151222 0001179110-15-016679.hdr.sgml : 20151222 20151222192342 ACCESSION NUMBER: 0001179110-15-016679 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: CHERRY BERNARD H CENTRAL INDEX KEY: 0001221425 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33710 FILM NUMBER: 151304008 MAIL ADDRESS: STREET 1: C/O FOSTER WHEELER LTD STREET 2: PERRYVILLE CORPORATE PARK CITY: CLINTON STATE: NJ ZIP: 08809-4000 4 1 edgar.xml FORM 4 - X0306 4 2015-12-18 0 0000949428 CLEAN DIESEL TECHNOLOGIES INC CDTI 0001221425 CHERRY BERNARD H 1621 FISKE PLACE OXNARD CA 93033 1 0 0 0 Common Stock 2015-12-18 4 M 0 7537 0 A 44185 D Restricted Share Units 2015-12-18 4 M 0 7537 0 D Common Stock 7537 0 D Shares of Common Stock acquired upon settlement of Restricted Share Units (RSUs) granted May 20, 2015 pursuant to the Clean Diesel Technologies, Inc. (CDTI) Stock Incentive Plan. The total holdings include 7,538 shares underlying restricted stock units and share equivalent units that were previously reported in Table II. Each RSU represents a contingent right to receive one share of CDTI's common stock. RSU vests as to 50% on November 20, 2015, settlement of which was delayed until December 18, 2015, and 50% on the earlier of 1) May 20, 2016, or 2) immediately prior to the commencement of the CDTI's 2016 annual meeting of stockholders, in each case as long as the reporting person has continuously remained a director of, or consultant to, CDTI through such date. Issuance to occur as soon as practicable following the date of vesting, or as otherwise determined by the Compensation and Nominating Committee and subject to compliance with CDTI's Insider Trading Policy, but in all cases within two and one-half months following the end of CDTI's tax year that includes the date such RSUs vest. Exhibit 24 Power of Attorney /s/ Alfred Palomino, Attorney-in-Fact 2015-12-22 EX-24 2 ex24cherry.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 WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 18th day of December, 2015. /s/ Bernard Cherry -------------------------------- Signature Bernard Cherry -------------------------------- Print Name