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You Harry L. – ‘4’ for 9/6/16 re: Emc Corp.

On:  Thursday, 9/8/16, at 5:36pm ET   ·   For:  9/6/16   ·   Accession #:  790070-16-307   ·   File #:  1-09853

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 9/08/16  You Harry L.                      4                      1:31K  Emc Corp.                         Emc Corp.

Statement of Changes in Beneficial Ownership of Securities by an Insider   —   Form 4   —   SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 4           Statement of Changes in Beneficial Ownership of     HTML      3K 
                Securities by an Insider -- edgar.xml/3.6                        




        

This ‘4’ Document is an XML Data File that may be rendered in various formats:

  Form 4    –   Plain Text   –  SEC Website  –  EDGAR System  –    XML Data    –  <?xml?> File
 

 
SEC Info rendering:  Statement of Changes in Beneficial Ownership of Securities by an Insider
 
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
You Harry L.

(Last)(First)(Middle)
EMC CORPORATION
176 SOUTH STREET

(Street)
HOPKINTONMA01748

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
EMC CORP [ EMC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
XOfficer (give title below) Other (specify below)
EVP, Office of the Chairman
3. Date of Earliest Transaction (Month/Day/Year)
9/6/16
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock 9/6/16 M 3,350 (1)A$20.47217,936D
Common Stock 9/6/16 F 2,839 (2)D$28.77215,097D
Common Stock 9/6/16 M 13,693 (1)A$25.04228,790D
Common Stock 9/6/16 F 12,753 (2)D$28.77216,037D
Common Stock 9/6/16 M 19,684 (1)A$25.04235,721D
Common Stock 9/6/16 F 18,333 (2)D$28.77217,388D
Common Stock 9/6/16 M 11,171 (1)A$26.8228,559D
Common Stock 9/6/16 F 10,766 (2)D$28.77217,793D
Common Stock 9/6/16 M 8,481 (1)A$26.8226,274D
Common Stock 9/6/16 F 8,174 (2)D$28.77218,100D
Common Stock 9/6/16 M 6,650 (1)A$27.01224,750D
Common Stock 9/6/16 F 6,435 (2)D$28.77218,315D
Common Stock 9/6/16 M 5,049 (1)A$27.01223,364D
Common Stock 9/6/16 F 4,886 (2)D$28.77218,478D
Common Stock 9/6/16 F 58,840 (3)D$0159,638D
Common Stock 9/7/16 D 159,638D$0 (4)0D
Common Stock 9/7/16 D 78,000D$0 (4)0IBy Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option Right To Buy$20.47 9/6/16 M 3,350 8/3/11 (5) 8/3/20Common Stock3,350 (5)0D
Stock Option Right To Buy$25.04 9/6/16 M 13,693 8/3/12 (5) 8/3/21Common Stock13,693 (5)0D
Stock Option Right To Buy$25.04 9/6/16 M 19,684 8/3/12 (5) 8/3/21Common Stock19,684 (5)0D
Stock Option Right To Buy$26.8 9/6/16 M 11,171 8/8/13 (5) (6) 8/8/22Common Stock11,171 (5)0D
Stock Option Right To Buy$26.8 9/6/16 M 8,481 8/8/13 (5) (7) 8/8/22Common Stock8,481 (5)0D
Stock Option Right To Buy$27.01 9/6/16 M 6,650 8/9/13 (5) (8) 8/9/22Common Stock6,650 (5)0D
Stock Option Right To Buy$27.01 9/6/16 M 5,049 8/9/13 (5) (9) 8/9/22Common Stock5,049 (5)0D
Explanation of Responses:
(1)  In connection with the merger (the "Merger") of Universal Acquisition Co. with and into EMC Corporation on September 7, 2016, these shares were acquired pursuant to the automatic net exercise of stock options occurring immediately prior to 11:59 p.m., New York City time on September 6, 2016 (the "Vesting Effective Time").
(2)  Consists of shares withheld by EMC to satisfy the applicable exercise price upon exercise of options and associated tax withholding obligations related to the automatic net exercise of options immediately prior to the Vesting Effective Time described in footnote 1 above.
(3)  Shares withheld by EMC to satisfy certain taxes payable in connection with the vesting of previously awarded restricted stock units.
(4)  In connection with the Merger, at the effective time of the Merger, each outstanding share of EMC Corporation common stock beneficially owned by the reporting person was automatically canceled and converted into the right to receive (i) $24.05 in cash and (ii) 0.11146 of a share of Class V Common Stock of Dell Technologies Inc. (f/k/a Denali Holding Inc.).
(5)  In connection with the merger (the "Merger") of Universal Acquisition Co. with and into EMC Corporation on September 7, 2016, these stock options were automatically net exercised immediately prior to 11:59 p.m., New York City time on September 6, 2016 (the "Vesting Effective Time").
(6)  In connection with the Merger, 2,792 of these stock options were accelerated and became fully vested and exercisable on August 17, 2016.
(7)  In connection with the Merger, 1,697 of these stock options were accelerated and became fully vested and exercisable on August 17, 2016.
(8)  In connection with the Merger, 1,662 of these stock options were accelerated and became fully vested and exercisable on August 17, 2016.
(9)  In connection with the Merger, 1,010 of these stock options were accelerated and became fully vested and exercisable on August 17, 2016.
Remarks:
/s/Barbara E. Coluci, Attorney In Fact 9/8/16
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
____________
Transaction Codes:
    D    Disposition to the Issuer of Issuer equity securities pursuant to Rule 16b-3(e).
    F    Payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3.
    M    Exercise or conversion of derivative security exempted pursuant to Rule 16b-3.

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